HNI executive receives 5,563-share stock unit grant

Smith Brian Scott reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Smith Brian Scott reported acquisition or exercise transactions in this Form 4 filing.

HNI CORP President, Hearth & Home Tech, Brian Scott Smith received an equity grant of 5,563 restricted stock units tied to HNI common stock. The units were granted at no cash cost and will vest in three equal annual installments starting one year after the grant date, contingent on his continued service. Following this award, his directly held common stock totaled 17,173.7563 shares, with an additional 1,617.5730 shares held indirectly through a Profit-Sharing Retirement Plan.

Insider Trade Summary

Grant/Award: 5,563 shares

Grant/Award 2 txns

Insider Smith Brian Scott

Role President, Hearth & Home Tech

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	5,563	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 17,173.7563 shares (Direct); Common Stock — 1,617.573 shares (Indirect, Profit-Sharing Retirement Plan)

Footnotes (1)

1. F1. Reflects shares of Common Stock of Issuer underlying Restricted Stock Units granted under the Issuer's 2017 Stock-Based Compensation Plan convertible to such Common Stock subject to vesting in three equal annual installments commencing on the first anniversary of the grant date, subject to the reporting person's continued service on each applicable vesting date.

FAQ

What insider transaction did HNI (HNI) report for Brian Scott Smith?

HNI reported that Brian Scott Smith received a grant of 5,563 restricted stock units linked to HNI common stock. This award is part of equity compensation and was issued at no cash cost, increasing his directly held common stock position to 17,173.7563 shares.

How do Brian Scott Smith’s new HNI restricted stock units vest?

The 5,563 restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date. Each vesting tranche is conditioned on Brian Scott Smith’s continued service with HNI on the applicable vesting dates, aligning the award with multi-year retention incentives.

What is Brian Scott Smith’s total HNI share ownership after this Form 4?

After the grant, Brian Scott Smith directly holds 17,173.7563 shares of HNI common stock. In addition, 1,617.5730 shares are held indirectly through a Profit-Sharing Retirement Plan, reflecting both personal holdings and retirement-related ownership recorded in the filing.

Was the HNI equity grant to Brian Scott Smith an open-market purchase?

No, the transaction was classified as a grant or award acquisition rather than an open-market purchase. The units were granted at a price of $0.0000 per share under HNI’s 2017 Stock-Based Compensation Plan as part of his compensation package, not bought on the market.

Under which plan were Brian Scott Smith’s HNI restricted stock units granted?

The 5,563 restricted stock units were granted under HNI’s 2017 Stock-Based Compensation Plan. These units are convertible into HNI common stock upon vesting, with vesting dependent on his continued service on each of the three scheduled annual vesting dates.

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Accepted by SEC EDGAR 02/20/2026 - 03:10 PM 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^*

Smith Brian Scott

(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)
	President, Hearth & Home Tech

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A		5,563(1)	A	$0	17,173.7563	D
Common Stock								1,617.573	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 underlying Restricted Stock Units granted under the Issuer's 2017 Stock-Based Compensation Plan convertible to such Common Stock subject to vesting in three equal annual installments commencing on the first anniversary of the grant date, subject to the reporting person's continued service on each applicable vesting date.

Remarks:

	/s/ Steven M. Bradford as attorney-in-fact for Brian S. Smith	02/20/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.