Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Pursuant to the Culp, Inc. 2007 Equity Incentive Plan (the "Plan"), on June 22, 2009, the Compensation Committee of the Board of Directors of Culp, Inc. ("Culp") approved equity-based awards consisting of an aggregate of 80,000 shares of restricted stock ("Restricted Stock") that will vest in equal one-third installments on July 1st of 2012, 2013 and 2014, or immediately upon a change of control or the termination of the recipient's employment without cause or by reason of his death or disability. The effective date of the grants is July 1, 2009. The grants include a grant of 60,000 shares of Restricted Stock to Franklin N. Saxon, President and Chief Executive Officer, and a grant of 20,000 shares of Restricted Stock to Robert G. Culp, IV, President, Culp Home Fashions Division. The grants are being made subject to the terms of the Plan and to the terms of Restricted Stock Agreements between Culp and each of the recipients, in the form of the Restricted Stock Agreement filed as Exhibit 10.7 to Culp's Quarterly Report on Form 10-Q filed March 13, 2009.