HNI (NYSE: HNI) adds $498.75M 2032 term loan in credit refi

Rhea-AI Filing Summary

HNI Corporation refinanced its term debt by entering into Amendment No. 3 to its Credit Agreement, creating a new $498.75 million tranche of term loans maturing in 2032. The proceeds were used to repay all outstanding Initial Tranche B Term Loans.

The new Replacement Term Loans amortize at 1.00% per year, with the first principal installment due on or about September 30, 2026. Interest margins under the amended facility are set at 1.75% for SOFR-based loans and 0.75% for Alternate Base Rate loans, reflecting the updated pricing on HNI’s long-term borrowing.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Replacement Term Loans size: $498.75 million Maturity year: 2032 Amortization rate: 1.00% per annum +3 more

6 metrics

Replacement Term Loans size $498.75 million New tranche established by Amendment No. 3

Maturity year 2032 Replacement Term Loans final maturity

Amortization rate 1.00% per annum Scheduled principal amortization of Replacement Term Loans

First installment date on or about September 30, 2026 First principal payment on Replacement Term Loans

SOFR loan margin 1.75% Applicable Percentage for SOFR Replacement Term Loans

Alternate Base Rate margin 0.75% Applicable Percentage for ABR Replacement Term Loans

Key Terms

Material Definitive Agreement, Credit Agreement, Replacement Term Loans, SOFR Loans, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01 Entry into a Material Definitive Agreement. Credit Agreement Refinancing"

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

Credit Agreement financial

"which amends that certain Credit Agreement, dated as of September 5, 2025"

A credit agreement is a written loan contract between a borrower and a bank or other lender that lays out how much money can be borrowed, the interest rate, repayment schedule, fees, and the rules the borrower must follow. For investors, it matters because those terms affect a company’s cash costs, borrowing flexibility and risk of default — similar to how a mortgage’s rules determine a homeowner’s monthly budget and freedom to make changes.

Replacement Term Loans financial

"provides for a new $498.75 million tranche of term loans maturing in 2032 (the “Replacement Term Loans”)"

SOFR Loans financial

"the Applicable Percentage is (i) 1.75% for the Replacement Term Loans that are SOFR Loans"

Alternate Base Rate Loans financial

"and (ii) 0.75% for the Replacement Term Loans that are Alternate Base Rate Loans"

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Understanding 8-K Material Events →

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 10, 2026

HNI Corporation
(Exact name of registrant as specified in its charter)

Iowa		1-14225		42-0617510
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

600 East Second Street
P. O. Box 1109
Muscatine, Iowa
52761-0071

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (563) 272-7400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	HNI	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

Credit Agreement Refinancing

On June 10, 2026, HNI Corporation, an Iowa corporation (“HNI”) entered into Amendment No. 3 to Credit Agreement (“Amendment No. 3”) by and among HNI, the other Credit Parties party thereto, the 2026 Refinancing Term Lenders (as defined therein), and Wells Fargo Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”), which amends that certain Credit Agreement, dated as of September 5, 2025, by and among the HNI, certain Subsidiaries of HNI from time to time party thereto, the lenders party thereto and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, including by Amendment No. 1 to Credit Agreement, dated as of November 5, 2025, and Amendment No. 2 to Credit Agreement, dated as of December 10, 2025, the “Credit Agreement”; the Credit Agreement as amended by Amendment No. 3, the “Amended Credit Agreement”). Capitalized terms used but not otherwise defined herein shall have the respective meanings given to them in the Amended Credit Agreement.

Amendment No. 3 provides for a new $498.75 million tranche of term loans maturing in 2032 (the “Replacement Term Loans”), the proceeds of which were used to refinance all outstanding Initial Tranche B Term Loans. The amortization rate for the Replacement Term Loans is 1.00% per annum and the first installment shall be payable on or about September 30, 2026. Pursuant to Amendment No. 3, the Applicable Percentage is (i) 1.75% for the Replacement Term Loans that are SOFR Loans and (ii) 0.75% for the Replacement Term Loans that are Alternate Base Rate Loans.

The foregoing description of Amendment No. 3 is qualified in its entirety by reference to the full text of Amendment No. 3, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Amendment No. 3 to Credit Agreement by and among HNI Corporation, the other Credit Parties party thereto, the 2026 Refinancing Term Lenders party thereto, and Wells Fargo Bank, National Association, effective as of June 10, 2026
104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

* * *

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HNI CORPORATION
Date: June 10, 2026	By:	/s/ Vincent P. Berger
		Vincent P. Berger Executive Vice President and Chief Financial Officer

FAQ

What credit agreement change did HNI (HNI) disclose on June 10, 2026?

HNI disclosed Amendment No. 3 to its Credit Agreement, adding a new $498.75 million tranche of term loans maturing in 2032. The amendment updates the company’s long-term borrowing structure and replaces its prior Initial Tranche B Term Loans.

How large is HNI’s new term loan under the amended credit agreement?

The amendment provides a new $498.75 million tranche of Replacement Term Loans. These loans are part of HNI’s refinanced credit structure and were used to fully repay its outstanding Initial Tranche B Term Loans under the prior Credit Agreement.

When do HNI’s new Replacement Term Loans mature and start amortizing?

The Replacement Term Loans mature in 2032 and amortize at 1.00% per annum. HNI stated the first scheduled principal installment on this new tranche will be payable on or about September 30, 2026 under the amended terms.

What interest margins apply to HNI’s new Replacement Term Loans?

HNI’s amendment sets the Applicable Percentage at 1.75% for SOFR Loans and 0.75% for Alternate Base Rate Loans. These margins apply to the new $498.75 million Replacement Term Loans established under Amendment No. 3 to the Credit Agreement.

How did HNI use the proceeds from the new $498.75 million term loans?

HNI used the proceeds from the new $498.75 million Replacement Term Loans to refinance all outstanding Initial Tranche B Term Loans. This shifts the company’s existing term debt into the new 2032-maturity tranche with updated amortization and interest margin terms.

Which bank serves as administrative agent for HNI’s amended credit facility?

Wells Fargo Bank, National Association, continues to serve as Administrative Agent under the amended Credit Agreement. It acts as the primary administrative and coordinating bank for the lenders providing the new $498.75 million Replacement Term Loans maturing in 2032.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EXHIBIT 10.1 1.3 MB

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB