Statement of Changes in Beneficial Ownership (4)
August 10 2021 - 5:42PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Hagedorn Jason Dean |
2. Issuer Name and Ticker or Trading Symbol
HNI CORP
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HNI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, Allsteel Inc. |
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(Last)
(First)
(Middle)
600 EAST SECOND STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/7/2021 |
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(Street)
MUSCATINE, IA 52761
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 8/7/2021 | | M(1) | | 2322 | A | $38.61 | 16630.925 | D | |
| Common Stock | 8/7/2021 | | F(2) | | 705 | D | $38.61 | 15925.925 | D | |
| Common Stock | | | | | | | | 583.49 | I | Profit-Sharing Retirement Plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Restricted Stock Units | $0.0 (3) | 8/7/2021 | | M (1) | | | 2322 | 8/7/2021 (4) | (4) | Common Stock | 2322.0 | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | Represents the conversion of Restricted Stock Units into Common Stock. On August 7, 2018, the reporting person was granted 4,645 Restricted Stock Units ("2018 Grant") to vest in two equal installments beginning on the second anniversary of the grant date. The first installment of 2,323 fully vested on August 7, 2020. The second installment of 2,322 fully vested on August 7, 2021. |
| (2) | The reporting person is reporting the withholding by the Issuer of an aggregate 705 shares of Common Stock that vested on August 7, 2021 pursuant to the 2018 Grant, but that were not issued in order to satisfy the reporting person's tax withholding obligations. |
| (3) | Each restricted stock unit represents a contingent right to receive one share of Issuer's Common Stock. |
| (4) | On August 7, 2018, the reporting person was granted 4,645 Restricted Stock Units, vesting in equal installments starting on the second anniversary of the grant date of the 2018 Grant. The first installment of Restricted Stock Units vested on August 7, 2020, and the remaining Restricted Stock Units vested on August 7, 2021 and is reported on Table I of this Form 4. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Hagedorn Jason Dean
600 EAST SECOND STREET
MUSCATINE, IA 52761 |
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| President, Allsteel Inc. |
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Signatures
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| /s/ Steven M. Bradford, By Power of Attorney | | 8/10/2021 |
| **Signature of Reporting Person | Date |
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