Form 4: SMITH KOURTNEY L reports disposition transactions in HNI

Rhea-AI Filing Summary

SMITH KOURTNEY L reported disposition transactions in a Form 4 filing for HNI. The filing lists transactions totaling 305 shares at a weighted average price of $51.72 per share. Following the reported transactions, holdings were 37,280 shares.

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

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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).

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 KOURTNEY L

(Last) (First) (Middle)

600 E. 2ND 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)
	COO, Kimball International

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		F		305(1)	D	$51.72	37,280	D

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. These shares were withheld by Issuer to cover taxes upon vesting of restricted stock units that vested on February 12, 2026. No shares were sold.

Remarks:

	/s/ Steven M. Bradford; by Power of Attorney	02/17/2026
	** 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).
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FAQ

What insider transaction did HNI (HNI) report for Kourtney L. Smith?

HNI reported that COO Kourtney L. Smith had 305 common shares withheld by the company to cover taxes on restricted stock units vesting on February 12, 2026. This was a tax-withholding disposition, not an open-market stock sale or purchase.

Were any HNI (HNI) shares sold by Kourtney L. Smith in this Form 4?

No, the Form 4 states that no shares were sold. Instead, 305 common shares were withheld by HNI to satisfy tax obligations arising from restricted stock units that vested on February 12, 2026, a common administrative step for equity compensation.

At what price were Kourtney L. Smith’s HNI (HNI) shares withheld for taxes?

The 305 HNI common shares were withheld at a price of $51.72 per share to cover tax liabilities related to restricted stock units vesting on February 12, 2026. This price is used solely for the tax-withholding calculation in the reported transaction.

How many HNI (HNI) shares does Kourtney L. Smith own after the reported transaction?

Following the tax-withholding disposition, Kourtney L. Smith beneficially owns 37,280 HNI common shares directly. This figure reflects her holdings after 305 shares were withheld by the company to satisfy taxes on vested restricted stock units reported in the Form 4.

What does transaction code “F” mean in HNI (HNI) Kourtney L. Smith’s Form 4?

Transaction code “F” indicates a tax-withholding disposition, where shares are delivered or withheld to pay taxes or exercise costs. In this case, 305 HNI common shares were withheld by the issuer to cover taxes on restricted stock units that vested on February 12, 2026.

What is Kourtney L. Smith’s role at HNI (HNI) in this Form 4?

Kourtney L. Smith is listed as an officer of HNI Corporation, serving as Chief Operating Officer of Kimball International. Her status as an executive officer requires reporting changes in beneficial ownership of HNI common stock, including tax-related share withholdings, on Form 4 filings.