HNI exec reports stock grant and tax withholding

HNI CORP executive Jason Dean Hagedorn, President of Workplace Furnishings, reported equity compensation activity in Common Stock.

Rhea-AI Filing Summary

HNI CORP executive Jason Dean Hagedorn, President of Workplace Furnishings, reported equity compensation activity in Common Stock. He acquired 13,076 shares through a grant or award on February 25, 2026, recorded at a price of $0.00 per share, tied to Performance Stock Units granted on February 15, 2023 under the 2017 Stock-Based Compensation Plan. To cover taxes upon vesting of these Performance Stock Units on February 25, 2026, 5,643 shares were withheld by the issuer at $50.14 per share; the footnote states that no shares were sold. After these transactions, he directly held 49,135.408 shares of Common Stock and indirectly held 1,286.777 shares through a Profit-Sharing Retirement Plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Hagedorn Jason Dean

Role Pres, Workplace Furnishings

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	13,076	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	5,643	$50.14	$283K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 49,135.408 shares (Direct); Common Stock — 1,286.777 shares (Indirect, Profit-Sharing Retirement Plan)

Footnotes (2)

1. F1. Reflects shares of Common Stock of Issuer with respect to Performance Stock Units granted under Issuer's 2017 Stock-Based Compensation Plan on February 15, 2023.
2. F2. These shares were withheld by Issuer to cover taxes upon vesting of Performance Stock Units that vested on February 25, 2026. No shares were sold.

FAQ

What did HNI (HNI) executive Jason Dean Hagedorn report in this Form 4?

He reported an equity grant and related tax withholding. Hagedorn received 13,076 HNI Common Stock shares from Performance Stock Units and had 5,643 shares withheld by the issuer to cover taxes when the units vested on February 25, 2026.

How many HNI shares did Jason Dean Hagedorn acquire in the reported transaction?

He acquired 13,076 shares of HNI Common Stock. These shares reflect Performance Stock Units granted on February 15, 2023 under HNI’s 2017 Stock-Based Compensation Plan and recorded at a grant price of $0.00 per share in the Form 4.

Were any HNI (HNI) shares sold by Jason Dean Hagedorn in this Form 4?

No shares were sold according to the footnote. Instead, 5,643 shares of HNI Common Stock were withheld by the issuer at $50.14 per share solely to satisfy tax obligations upon vesting of Performance Stock Units.

What was the purpose of the 5,643 HNI shares disposed of in the filing?

The 5,643 shares were withheld to cover tax liabilities. The Form 4 classifies this as a tax-withholding disposition under code F, with a footnote clarifying the issuer withheld the shares upon vesting and that no open-market sale occurred.

How many HNI shares does Jason Dean Hagedorn own after these transactions?

Following the transactions, he directly holds 49,135.408 HNI Common Stock shares. In addition, he indirectly holds 1,286.777 shares through a Profit-Sharing Retirement Plan, as reported in the Form 4 ownership tables.

What plan is associated with the HNI Performance Stock Units in this Form 4?

The Performance Stock Units are associated with HNI’s 2017 Stock-Based Compensation Plan. The Form 4 notes that the 13,076 Common Stock shares relate to units granted on February 15, 2023 that vested on February 25, 2026.

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Accepted by SEC EDGAR 02/27/2026 - 10:26 AM Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hagedorn Jason Dean

(Last) (First) (Middle)

600 EAST SECOND STREET

(Street)

MUSCATINE IA 52761

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HNI CORP [ HNI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres, Workplace Furnishings

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/25/2026		A		13,076(1)	A	$0	54,778.408	D
Common Stock	02/25/2026		F		5,643(2)	D	$50.14	49,135.408	D
Common Stock								1,286.777	I	Profit-Sharing Retirement Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

Explanation of Responses:

1. Reflects shares of Common Stock of Issuer with respect to Performance Stock Units granted under Issuer's 2017 Stock-Based Compensation Plan on February 15, 2023.

2. These shares were withheld by Issuer to cover taxes upon vesting of Performance Stock Units that vested on February 25, 2026. No shares were sold.

Remarks:

	/s/ Steven M. Bradford; by Power of Attorney	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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