<PAGE>
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
 
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                                   FORM 10-K
 
(Mark One)
 
/X/  Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
    (FEE REQUIRED)
    For the fiscal year ended December 31, 1995
                    or
 
/ /  Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
    (NO FEE REQUIRED)
    Commission file number 1-9457
 
                        SHELBY WILLIAMS INDUSTRIES, INC.
 
             (Exact name of registrant as specified in its charter)
 
                 Delaware                                62-0974443
     (State or other jurisdiction of        (I.R.S. Employer Identification No.)
      incorporation or organization)
 
         11-111 Merchandise Mart                           60654
            Chicago, Illinois                            (Zip Code)
 (Address of principal executive offices)
 
              Registrant's telephone number, including area code:
                                 (312) 527-3593
 
          Securities registered pursuant to Section 12(b) of the Act:
 
                                                   NAME OF EACH EXCHANGE
                                                    ON WHICH REGISTERED
                                            ------------------------------------
           TITLE OF EACH CLASS
------------------------------------------
       Common Stock, $.05 par value               New York Stock Exchange
 
        Securities registered pursuant to Section 12(g) of the Act: None
 
    Indicate  by check  mark whether  the registrant  (1) has  filed all reports
required to be filed by  Section 13 or 15(d) of  the Securities Exchange Act  of
1934  during  the preceding  12  months (or  for  such shorter  period  that the
registrant was required to file such reports), and (2) has been subject to  such
filing requirements for the past 90 days. Yes _X_ No ___
 
    Indicate  by check mark if disclosure  of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge, in definitive  proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. _X_
 
    At  March 1,  1996, there were  8,900,000 shares of  the registrant's common
stock outstanding. As  of said  date the aggregate  market value  of the  voting
stock  held by  non-affiliates of the  registrant (computed by  reference to the
closing sale price on such date) was approximately $61,200,000.
 
    Documents incorporated by reference:
 
                                                    PART OF FORM 10-K INTO WHICH
                     DOCUMENT                         DOCUMENT IS INCORPORATED
--------------------------------------------------  ----------------------------
Registrant's annual report to stockholders for
 1995.............................................  Part II, Items 5-8
Registrant's definitive proxy statement to be
 filed for 1996 annual meeting....................  Part III, Items 10-13
 
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
                                     PART I
 
ITEM 1. BUSINESS.
 
    The  registrant, Shelby Williams Industries,  Inc. ("Shelby Williams" or the
"Company"), a  Delaware  corporation  incorporated in  February,  1976,  is  the
successor  to  a business  formed in  Chicago, Illinois  in 1954.  Its principal
executive offices  are located  at 11-111  Merchandise Mart,  Chicago,  Illinois
60654,   telephone  (312)  527-3593.  The   Company  has  additional  executive,
operational and administrative offices at 150 Shelby Williams Drive, Morristown,
Tennessee 37813, telephone (423) 586-7000.
 
GENERAL
 
    Shelby Williams  designs,  manufactures  and distributes  products  for  the
contract  furniture  market.  The  Company has  a  significant  position  in the
hospitality and foodservice markets through its "Shelby Williams" seating  line,
"King  Arthur" line  of function  room furniture  and "Sterno"  accessories. The
Company provides  contemporary  upholstered  seating products  under  the  names
"Preview" and "Madison". It serves the health care, university, office furniture
and  other institutional markets through its  "Thonet" division with health care
and dormitory furniture, including chairs and tables, and ergonomically designed
office seating products, desks and credenzas. The Company also distributes vinyl
wallcoverings for residential, hotel  and office use under  the name "Sellers  &
Josephson,"  and markets other textile products  to the architectural and design
community through "SW  Textiles". The  Company distributes  floor coverings  and
other  textile products, as well as Shelby  Williams products, in Hawaii and the
entire Pacific Basin, through "PHF".
 
    The Company's products  are distributed  directly to  hotel and  foodservice
chains,  health  care  providers,  colleges and  universities,  or  their buying
agencies and  through interior  designers,  architects and  contract  furniture,
foodservice  and office furniture  dealers. The Company  maintains showrooms and
sales offices in 14  cities. The Company's  major manufacturing and  warehousing
facilities   (at  January  1,  1996)   are  located  in  Morristown,  Tennessee;
Statesville, North Carolina;  Canton, Mississippi; High  Point, North  Carolina;
Honolulu, Hawaii; Zacatecas, Mexico; and two locations in New Jersey.
 
    The  Company estimates that,  of its 1995 sales,  approximately 75% were for
the hospitality  and  foodservice  industry,  and  18%  were  for  health  care,
university  and  office facilities.  The balance  of 7%  was destined  for other
interior uses.
 
MARKETS AND CUSTOMERS
 
    The major  hospitality and  foodservice customers  are large  United  States
hotels,  restaurant  companies,  casino and  gaming  operators,  and independent
purchasing companies, including: Hyatt Hotel  Corp.; Holiday Inns, Inc.;  Promus
Companies,  Inc.(Embassy Suites,  Hampton Inns,  and Homewood  Suites); Marriott
Hotel Corp.;  Hilton  Hotels Corp.;  The  Sheraton Corp.;  Ramada  International
Hotels   &  Resorts;  Budgetel  Inns,  Inc.;  LaQuinta  Motor  Inns,  Inc.;  The
Ritz-Carlton Hotel Company; Four Seasons Hotels, Inc.; Omni Hotels  Corporation;
John Q. Hammons Hotels, Inc.; Opryland USA, Inc.; The Walt Disney Company; Pizza
Hut,   Inc.;  Wendy's  International,  Inc.;  Luby's  Cafeterias,  Inc.;  Darden
Restaurants, Inc. (The  Olive Garden  Restaurants, Red  Lobster); Circus  Circus
Enterprises,  Inc.; Caesars Palace  Corporation; The Mirage  Resorts and Casino-
Hotel, Inc.;  Grand  Casinos, Inc.;  Harrah's  Casinos, Inc.;  Club  Corporation
International,  Inc.; Pamela Temples Interiors, Inc.; Admiralty Trading Company;
The Wasserstrom Co., Inc.; Benjamin Brothers, Inc.; and Leonard Parker  Company,
Inc.
 
    The  major customers in the health  care, university and other institutional
markets are large health care providers, colleges, and universities,  including:
Columbia/HCA Healthcare Corporation; Kaiser Foundation Health Plan, Inc.; Albert
Einstein  Medical Center;  Parkland Memorial Hospital;  University of Tennessee;
Georgia Tech  University;  University of  Georgia;  and New  Jersey  Sports  and
Exposition Authority.
 
    The  major  customers  for  other contract  furniture  are  office furniture
dealers, corporate users  and leading architectural  and interior design  firms,
among which are: Office Environments, Inc.; California Business Interiors, Inc.;
Sears,  Roebuck and Co.;  J.C. Penney Company; Walgreen  Company; and May Design
and Construction, Inc.
 
    The major wall  covering customers  are: Thybony Wall  Coverings Co.,  Inc.;
Patton Wallcoverings, Inc.; The Warner Company; and Seabrook Wallcoverings, Inc.
 
                                       2
<PAGE>
    Approximately  90%  of  the  Company's  products  are  manufactured  to fill
specific orders. The Company's ten largest customers accounted for approximately
17% of net sales in 1995, and no  single customer accounted for more than 3%  of
1995 net sales.
 
    The  Company estimates that  approximately 75% of the  products it sells for
the foodservice and  lodging markets  are used  to replace  existing seating  at
facilities  which are being  refurnished rather than to  provide seating for new
facilities. In general, the Company estimates that foodservice seating  (whether
for an independent restaurant or for facilities in a hotel or motel) is replaced
approximately  every eight to twelve years and  seating in hotel and motel guest
rooms every ten to fifteen years.
 
PRODUCTS
 
    The Company's product lines consist primarily of seating for dining,  casino
gaming,  guest  rooms,  conference  and  banquet  facilities,  health  care  and
dormitory furniture, and  desks, credenzas  and seating for  general office  and
institutional  use. At December  31, 1995, approximately  350 standard furniture
products were  available  to the  hospitality  and foodservice  industries,  and
approximately  200 standard furniture  products were available  for health care,
university and other  institutional use.  The Company  offers approximately  100
standard  office furniture products. The  Company's products are manufactured in
hardwoods, such as maple, elm, oak, and  walnut, as well as in rattan and  metal
and  are  available in  a variety  of finishes.  Substantially all  products are
supplied under special order and  are upholstered to customers'  specifications.
In  addition, the  Company manufactures  and distributes  a full  range of vinyl
wallcovering for the residential, hotel and office markets. The Company  designs
and  markets  approximately  50  standard patterns  of  textile  products. These
textile products are  manufactured by  outside suppliers  and are  used both  on
Shelby  Williams'  own  seating  products and  distributed  through  dealers and
interior designers for use by other manufacturers. The Company also  distributes
a wide line of floor coverings which are manufactured by outside suppliers.
 
MARKETING AND SALES
 
    The  Company's  sales  and  marketing staff  consists  of  approximately 105
full-time employees,  and the  products are  marketed to  hotel and  foodservice
chains  or  their  buying  agencies  and  to  other  customers  through interior
designers, architects,  contract  furniture, foodservice  and  office  furniture
dealers. The Company invoices its products on a net ten day basis; however, as a
matter of industry practice, payment is generally made within 30 days.
 
    The   Company  publishes  four  extensive  catalog  systems  displaying  the
Company's products, which are distributed  to architects, designers and  dealers
and  are periodically supplemented as new products are introduced. Customers may
order standard products directly from these catalogs or request changes to  meet
their design specifications.
 
    Marketing activities for the Company's products include advertising in major
trade  publications and the illustration of the Company's products in customers'
catalogs. In addition, the Company exhibits at major national and  international
trade  shows. The  Company maintains  showrooms and  sales offices  with display
areas in  14 United  States  cities. The  Company's  design resource  center  in
Honolulu, Hawaii, serves customers in the Pacific Basin and Far East.
 
TRADEMARKS AND TRADENAMES
 
    The Company sells its hospitality and foodservice products (as of January 1,
1996)  under  the  trademarks  "Shelby  Williams"-Registered  Trademark-,  "King
Arthur"-Registered   Trademark-   and   "Sterno"-Registered   Trademark-;    its
contemporary  upholstered seating products under  the names "Madison Furniture",
and "Preview Furniture"-Registered  Trademark-; and its  health care,  dormitory
and  office furniture, including  chairs, tables, desks  and credenzas under the
trademark "Thonet"-Registered  Trademark-.  The  Company  markets  cutting  room
tables  and  accessories  under  the  "Phillocraft"-Registered  Trademark- name;
fabric products under the  "SW Textiles" name and  wallcoverings under the  name
"Sellers  &  Josephson."  The  Company  distributes  wall  and  floor coverings,
fabrics, textiles, and furniture  in Hawaii and the  entire Pacific Basin  under
the name "PHF." Management believes that the goodwill associated with the Shelby
Williams  and Thonet names is of significant  value to the Company, but does not
consider any of the Company's patents, trademarks, or licenses to be of material
importance to its business.
 
                                       3
<PAGE>
INTERNATIONAL OPERATIONS
 
    The Company  sells its  products in  foreign countries  directly or  through
licensees  and  distributors. Shelby  Williams'  customers in  the international
market are  primarily large  hotel companies.  Export sales  were  approximately
$15,538,000 in 1995, $16,279,000 in 1994, and $12,008,000 in 1993.
 
    The  Company operates a  frame and component  manufacturing plant in Mexico.
The year-end carrying value  of property, plant and  equipment at this  facility
was $3,751,000 for 1995, $4,051,000 for 1994, and $4,347,000 for 1993. All items
produced  at the plant  are shipped to  facilities of the  Company in the United
States for  further  processing.  The  value  of  these  transfers  amounted  to
$1,906,000 in 1995, $1,841,000 in 1994, and $1,555,000 in 1993.
 
    The  Company  licenses its  products  in four  foreign  countries, receiving
royalty fees based primarily on sales.  Weakness in the Mexican economy lead  to
liquidation of Shelby Williams de Mexico, S.A. de C.V., in which the Company had
a  twenty-five  percent  interest.  The  write-off,  of  the  investment  in and
receivable from  this affiliate  in  the fourth  quarter  of 1995,  amounted  to
approximately $200,000. The Company's frame and component manufacturing plant in
Mexico,  mentioned above,  was unaffected.  Royalty revenues  from the Company's
licensees have not been significant to date.
 
BACKLOG
 
    The Company's  backlog  of orders  at  January 1,  1996,  was  approximately
$29,700,000,  as compared to  approximately $28,400,000 at  January 1, 1995. The
Company expects to ship substantially all of its backlog by the end of 1996.
 
RAW MATERIALS AND SUPPLIES
 
    The  Company  uses  a  variety  of   raw  materials  and  supplies  in   its
manufacturing  operations,  principally  lumber,  plywood,  rattan,  other frame
components, metal tubing, foam cushioning, vinyl and textiles.
 
    The Company  is  not dependent  on  any one  supplier  for any  of  its  raw
materials  or  supplies. The  Company has  not  experienced any  significant raw
material or supply shortages.
 
MANUFACTURING AND ASSEMBLY
 
    The Company's manufacturing facilities (as  of January 1, 1996) are  located
in Morristown, Tennessee; Statesville, North Carolina; Canton, Mississippi; High
Point,  North  Carolina; Zacatecas,  Mexico; and  two  locations in  New Jersey.
Management believes that the machinery and equipment used by the Company are  in
good operating condition.
 
    Operations  consist of wood  bending, wood working  and finishing, assembly,
metal forming and fabrication, plating, and electrostatic finishing. The Company
also prints and  laminates vinyl wallcoverings.  The Company imports  components
for  certain chair  styles. All  imported components  are available domestically
except for rattan, which is indigenous  to the Philippines and Indonesia.  These
components,   which  are  manufactured  to  the  Company's  specifications,  are
assembled, finished and upholstered  by the Company.  The Company also  produces
many  of these components at its  Mexican facility. All manufacturing operations
emphasize quality control during the various production processes.
 
COMPETITION
 
    All aspects of the Company's business are highly competitive. The  principal
methods of competition in the industry include design, quality, service, product
pricing and speed of delivery.
 
    Although  there are no  published industry statistics,  the Company believes
that it is the largest supplier of seating for both the foodservice and  lodging
markets  in the United States, and that its sales volume is approximately 19% of
the  total  seating  requirements  in  these  markets.  The  Company  is  not  a
significant factor in the office furniture seating market.
 
EMPLOYEES
 
    At January 1, 1996, the Company had approximately 1,746 full-time employees.
Of   these,  approximately   1,507  were   engaged  in   manufacturing,  134  in
administrative and clerical  positions, and  105 in sales  and marketing.  Those
engaged in manufacturing include 243 employees in Mexico.
 
                                       4
<PAGE>
    Hourly  manufacturing employees  at both Morristown,  Tennessee, and Canton,
Mississippi,  are  represented  by  separate  bargaining  units  with  contracts
expiring  in  November,  1996,  and November,  1997,  respectively.  The Company
believes that its relations with its employees are good.
 
ITEM 2. PROPERTIES.
 
    The Company at January  1, 1996 maintained facilities  with an aggregate  of
approximately  1,800,000 square  feet of space  for its  operations. The Company
considers all of its  facilities to be in  good operating condition.  Currently,
the  Company's manufacturing  facilities are  operating at  approximately 80% of
capacity. The following table summarizes the principal physical properties, both
owned and leased, used by the Company in its operations:
 
<TABLE>
<CAPTION>
                                                           APPROXIMATE
                                                              SQUARE
             LOCATION                        USE             FOOTAGE         OWNED/LEASED       EXPIRATION DATE
-----------------------------------  --------------------  ------------  --------------------  -----------------
<S>                                  <C>                   <C>           <C>                   <C>
Chicago, IL........................  Showroom/Offices            6,750   Leased                July, 2000
Morristown, TN.....................  Mfg./Offices              515,960   Owned                        --
Morristown, TN.....................  Mfg./Warehousing          228,000   Owned                        --
Canton, MS.........................  Mfg./Warehousing          406,000   Owned/Leased (1)      May, 2001(1)
High Point, NC.....................  Mfg./Warehousing          108,900   Leased                March, 2000(2)
Carlstadt, NJ......................  Mfg./Warehousing           35,000   Leased                April, 2004
Englewood, NJ......................  Mfg./Warehousing           68,000   Leased                Dec., 2003(3)
Statesville, NC....................  Mfg./Warehousing          326,670   Owned                        --
Honolulu, HI.......................  Warehousing                45,000   Leased                Aug., 2003(3)
Zacatecas, MX......................  Mfg./Warehousing           90,000   Owned                        --
</TABLE>
 
------------------------
(1) Approximately 238,100 square feet owned and 167,900 leased.
(2) The Company  has an  option to  renew the  lease on  existing terms  for  10
    additional years.
(3) The  Company has an option  to renew the lease for  10 additional years at a
    nominal rental increase.
 
    The Company has  showrooms and  sales offices  in 14  United States  cities,
including Atlanta, Dallas, Honolulu, Los Angeles, and New York.
 
ITEM 3. LEGAL PROCEEDINGS.
 
    The  Company is a defendant in various product liability lawsuits arising in
the normal course of business. Management believes that the Company's  insurance
is  adequate to cover  its potential liability under  all pending and threatened
litigation.  The  Company  believes,  after  consultation  with  counsel,   that
allegations of punitive damages, which are alleged in certain cases, are without
merit.
 
    On  July 15, 1992, a case was filed in the Chancery Court for Greene County,
Tennessee, entitled Linda  Foshie, Joseph  Allen Foshie, David  Ray Foshie,  and
Michael   Scott  Foshie,  suing   individually  on  their   own  behalf  and  as
representative parties of  a class  action, plaintiffs, v.  Steve Cansler,  Fred
Cansler, Jimmy Cansler, C & C Millwright Maintenance Co., Inc., Foamex Products,
Inc.,  Recticel Foam Corporation, Foamex  L.P., Morristown Foam Corporation, and
Shelby Williams Industries, Inc., defendants. The complaint alleges, among other
things, that  defendants conspired  to transport  and store  hazardous waste  on
premises  which abutted  the home  of the  named plaintiffs,  that such activity
violated both state and federal law,  and that plaintiffs were damaged  thereby.
The  complaint seeks, among  other things, compensatory  damages of $2.5 million
for each of the  four named plaintiffs  and punitive damages  of $5 million  for
each  of the four named plaintiffs, and  similar damages for other alleged class
members. On August 11, 1992,  a case was filed in  the Circuit Court for  Greene
County,  Tennessee entitled  Richard Lee Cobble  and wife,  Patricia Day Cobble;
Richard Lee Cobble, Jr.; Kenneth Dwayne  Cobble; Claude Cobble and wife,  Lenora
Cobble; Gary A. Douthat and wife Julia A. Douthat; Donald Joseph Hewitt and wife
Jacqueline  Kay  Hewitt;  Robert Hensley,  Jr.  and wife  Brenda  Hensley; Penny
Hensley
b/n/f and  parents, Robert  Hensley, Jr.,  and Brenda  Hensley, Stephen  Hensley
b/n/f and parents, Robert Hensley, Jr., and Brenda Hensley, plaintiffs, v. Steve
Cansler;  Fred Cansler;  Jimmy Cansler; C  & C Milwright  Maintenance Co., Inc.;
Foamex Products, Inc.; Recticel Foam  Corporation; Foamex L.P.; Morristown  Foam
Corporation;  and  Shelby  Williams  Industries,  Inc.,  defendants,  containing
similar allegations  and seeking  $5  million in  compensatory damages  and  $10
million in punitive damages for each of nine named plaintiff groups.
 
    The  Company has  been dismissed  by the  plaintiffs as  a defendant  in the
lawsuits filed July 15, 1992 and August 11, 1992 by plaintiffs Linda Foshie, and
others, and Richard  Lee Cobble,  and others, respectively.  The Company's  only
costs  for these claims were insignificant  legal expenses. Another defendant in
the Foshie case
 
                                       5
<PAGE>
has filed a cross-complaint against the  Company regarding claims against it  by
the same plaintiffs. The Company believes that the cross-complaint against it is
without merit and that the Company has meritorious defenses. Among other things,
the Company believes that no acts complained of by the plaintiffs in these cases
occurred  prior to July  1979, at which time  the Company sold  the stock in its
subsidiary, Morristown Foam Corporation, which owned certain facilities involved
in these cases, and that other than  its past ownership of this subsidiary,  the
Company  has no involvement  with the facilities in  question. In December 1995,
the Company was served with a third party complaint filed by Steve Cansler in an
action in  the federal  district court  for the  eastern district  of  Tennessee
brought  by Recticel  Foam Corporation against  Steve and Fred  Cansler for cost
recovery of  funds  spent  by  Recticel Foam  Corporation  in  cleaning  up  the
contamination  that is  the subject of  the actions described  above. In January
1996, the Company was served with an essentially identical third party complaint
in the same action, filed by Fred Cansler. The Company believes that these third
party complaints are meritless, for the same reasons which lead to the Company's
dismissal from the tort actions described above.
 
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
 
    None.
 
ITEM 4A. EXECUTIVE OFFICERS OF THE REGISTRANT.
 
<TABLE>
<CAPTION>
                                                  AGE AT          PRINCIPAL OCCUPATION AND POSITION
                     NAME                         2-1-96              AND OFFICE WITH REGISTRANT
-----------------------------------------------  ---------  ----------------------------------------------
<S>                                              <C>        <C>
Paul N. Steinfeld..............................     41      Chairman of the Board of Directors and Chief
                                                              Executive Officer since January, 1996; Vice
                                                              Chairman of the Board and Chief Executive
                                                              Officer from May, 1991 to January, 1996;
                                                              Vice Chairman of the Board and Chief
                                                              Administrative Officer from May, 1990 to
                                                              May, 1991; prior thereto Executive Vice
                                                              President. Director during past five years.
Robert P. Coulter..............................     53      President and Chief Operating Officer since
                                                              May, 1990; prior thereto President and
                                                              Treasurer. Director during past five years.
Manfred Steinfeld..............................     71      Chairman of Executive Committee and chairman
                                                              of executive compensation committee since
                                                              January, 1996; Chairman of the Board and
                                                              chairman of executive compensation committee
                                                              from May, 1991 to January, 1996; prior
                                                              thereto Chairman of the Board and Chief
                                                              Executive Officer and chairman of executive
                                                              compensation and stock option committee.
                                                              Director during past five years.
Peter W. Barile................................     53      Executive Vice President since May, 1990;
                                                              prior thereto Senior Vice President.
Sam Ferrell....................................     54      Vice President, Finance, Treasurer and Chief
                                                              Financial Officer and Assistant Secretary
                                                              since May, 1990; prior thereto Vice
                                                              President, Controller and Assistant
                                                              Secretary.
</TABLE>
 
    The executive officers of the registrant  are elected annually by the  Board
of Directors, hold office until their successors are chosen and qualify, and may
be removed at any time by the affirmative vote of a majority of the Board. There
are  no  written  employment  agreements with  any  executive  officers. Manfred
Steinfeld is  the  father  of  Paul  N. Steinfeld;  there  is  no  other  family
relationship between any director or executive officer of the Company.
 
                                       6
<PAGE>
                                    PART II
 
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
 
    The  information under the heading "Common Stock Information (Unaudited)" on
page  18  of  the  Company's  1995  Annual  Report  to  Stockholders  is  hereby
incorporated by reference.
 
ITEM 6. SELECTED FINANCIAL DATA
 
    . The information under the heading "Five Year Summary of Selected Financial
Data"  on page 3 of  the Company's 1995 Annual  Report to Stockholders is hereby
incorporated by reference.
 
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
 
    The information under the heading  "Management's Discussion and Analysis  of
Financial  Condition and Results of Operations" on page 21 of the Company's 1995
Annual Report to Stockholders is hereby incorporated by reference.
 
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
 
    The information contained on pages  13 (Consolidated Statements of  Income),
14-15 (Consolidated Balance Sheets), 16 (Consolidated Statements of Cash Flows),
17   (Consolidated  Statements   of  Stockholders'  Equity),   18-20  (Notes  to
Consolidated Financial Statements)  and 20 (Report  of Independent Auditors)  of
the  Company's  1995 Annual  Report to  Stockholders  is hereby  incorporated by
reference.
 
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
 
    Not applicable.
 
                                    PART III
 
    The information called  for by Part  III (Item 10  (Directors and  Executive
Officers of the Registrant), Item 11 (Executive Compensation), Item 12 (Security
Ownership  of Certain  Beneficial Owners and  Management), and  Item 13 (Certain
Relationships and Related  Transactions)) is incorporated  by reference, to  the
extent  required,  from the  Company's definitive  proxy  statement to  be filed
pursuant to Regulation 14A not later than 120 days after December 31, 1995.
 
                                    PART IV
 
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
 
    (a) List of financial statements and schedules.
 
        (1)  Financial  statements.  The  following  financial  statements   are
           incorporated by reference in Part II, Item 8 of this report:
           Consolidated  Statements of Income  for the years  ended December 31,
           1995, 1994, and 1993
           Consolidated Balance Sheets at December 31, 1995 and 1994
           Consolidated Statements of  Cash Flows for  the years ended  December
           31, 1995, 1994 and 1993
           Consolidated  Statements of Stockholders' Equity  for the years ended
           December 31, 1995, 1994 and 1993
           Notes to Consolidated Financial Statements
           Report of Independent Auditors
 
        (2) Financial statement schedules:
 
    None since the  required information  is not present  or is  not present  in
amounts  sufficient  to  require  submission of  the  schedule,  or  because the
information required is  included in  the consolidated  financial statements  or
notes thereto.
 
    (b)  No reports on Form  8-K have been filed during  the last quarter of the
period covered by this report.
 
    (c) List of exhibits: See Exhibit Index immediately preceding exhibits.
 
                                       7
<PAGE>
                                   SIGNATURES
 
    Pursuant  to  the requirements  of  Section 13  or  15(d) of  the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
 
Date: March 14, 1996
                                             SHELBY WILLIAMS INDUSTRIES, INC.
 
                                          --------------------------------------
                                                       (Registrant)
 
                                          By          PAUL N. STEINFELD
 
                                            ------------------------------------
                                                     Paul N. Steinfeld
                                                   Chairman of the Board
 
    Pursuant to the requirements  of the Securities Exchange  Act of 1934,  this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
registrant and in the capacities and on the dates indicated.
 
<TABLE>
<CAPTION>
                       NAME                                     TITLE                       DATE
--------------------------------------------------  ------------------------------  ---------------------
 
<C>                                                 <S>                             <C>
                PAUL N. STEINFELD                   Chairman of the Board and
     ---------------------------------------          Director (Principal
               (Paul N. Steinfeld)                    Executive Officer)
 
                ROBERT P. COULTER*                  President and Director
     ---------------------------------------
               (Robert P. Coulter)
 
                MANFRED STEINFELD*                  Chairman of the Executive
     ---------------------------------------          Committee and Director
               (Manfred Steinfeld)
 
                   SAM FERRELL*                     Vice President of Finance,
     ---------------------------------------          Treasurer and Assistant
                  (Sam Ferrell)                       Secretary (Principal
                                                      Financial and Accounting
                                                      Officer)
                                                                                    March 14, 1996
                 ROBERT L. HAAG*                    Director
     ---------------------------------------
                 (Robert L. Haag)
 
                WILLIAM B. KAPLAN*                  Director
     ---------------------------------------
               (William B. Kaplan)
 
                 HERBERT L. ROTH*                   Director
     ---------------------------------------
                (Herbert L. Roth)
 
                  TRISHA WILSON*                    Director
     ---------------------------------------
                 (Trisha Wilson)
 
*By         PAUL N. STEINFELD
               -----------------------------------
           Paul N. Steinfeld,
Attorney-in-fact
</TABLE>
 
                                       8
<PAGE>
                                 EXHIBIT INDEX
 
<TABLE>
<CAPTION>
 EXHIBIT
   NO.                                                DESCRIPTION                                               PAGE
---------  -------------------------------------------------------------------------------------------------  ---------
 
<C>        <S>                                                                                                <C>
     3(i)  Registrant's  Certificate of Incorporation  and all amendments  thereto, filed as  Exhibit 3.1 to
           Registrant's annual report on Form 10-K for 1987 and hereby incorporated by reference.
 
  3(ii)    Registrant's By-Laws, as amended.
 
       4.0 The Registrant agrees  to furnish a  copy of the  capital lease referred  to in the  Registrant's
           Consolidated Financial Statements to the Commission upon request.
 
       4.1 The  Registrant agrees  to furnish  a copy  of the 7.8%  note agreement  dated July  31, 1992 and
           payable in quarterly installments of $1,000,000 beginning in October 1997, for $8,000,000, to the
           Commission upon request.
 
     *10.1 1994 Senior Management Incentive  Plan, filed as  Exhibit 10.5 to  Registrant's annual report  on
           Form 10-K for 1993 and hereby incorporated by reference.
 
     *10.2 1995  Senior Management Incentive  Plan, filed as  Exhibit 10.3 to  Registrant's annual report on
           Form 10-K for 1994 and hereby incorporated by reference.
 
     *10.3 1996 Senior Management Plan.
 
     *10.4 Registrant's 1992  Key  Employees'  Incentive  Stock  Option  Plan,  filed  as  Exhibit  10.6  to
           Registrant's annual report on Form 10-K for 1991 and hereby incorporated by reference.
 
     *10.5 Registrant's  1995 Directors' Stock Option Plan, filed  as Exhibit 10.1 to Registrant's Form 10-Q
           for quarter ended March 31, 1995 and hereby incorporated by reference.
 
      13.1 Portions of Registrant's annual report to stockholders for 1995.
 
      21.1 Subsidiaries of the Registrant, filed as Exhibit 22.1 to Registrant's annual report on Form  10-K
           for 1990 and hereby incorporated by reference.
 
      23.1 Consent of accountants to incorporation by reference in Form 10-K.
 
      23.2 Consent of accountants to incorporation by reference in Form S-8.
 
      24.1 Power of Attorney.
 
      27.1 Financial Data Schedule (EDGAR only).
</TABLE>
 
------------------------
*   Compensation plan.
 
                                       9