HNI (HNI) COO logs stock grant and tax withholding, no share sales

Rhea-AI Filing Summary

HNI Corporation Chief Operating Officer Bishop Brandon Bullock III reported equity compensation activity involving company common stock. He received a grant or award of 14,078 shares at no cost, linked to previously granted performance stock units under HNI’s 2017 Stock-Based Compensation Plan.

On the same date, 6,075 shares were withheld by the company at $50.14 per share to cover taxes due upon vesting of those performance stock units; the footnotes state no shares were sold. After these transactions, he directly owned 44,099 shares and indirectly held 598.598 shares through a profit-sharing retirement plan.

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^*

Bullock Bishop Brandon III

(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)
	COO, HNI Corporation

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		14,078(1)	A	$0	50,174	D
Common Stock	02/25/2026		F		6,075(2)	D	$50.14	44,099	D
Common Stock								598.598	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.
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.

FAQ

What insider transactions did HNI (HNI) report for Bishop Brandon Bullock III?

HNI’s COO Bishop Brandon Bullock III reported a grant of 14,078 common shares and a tax-related share withholding of 6,075 shares tied to vested performance stock units, with no open-market share sales disclosed in this Form 4 filing.

Were any HNI (HNI) shares sold on the market in this Form 4?

No open-market sales were reported. The filing states 6,075 HNI shares were withheld by the company solely to cover taxes upon vesting of performance stock units, and explicitly notes that no shares were sold in this transaction.

How many HNI (HNI) shares does the COO own after these transactions?

After the reported transactions, the COO directly owns 44,099 HNI common shares. He also has an additional 598.598 shares held indirectly through a profit-sharing retirement plan, according to the ownership totals disclosed in the Form 4.

What is the nature of the 14,078-share award reported by HNI (HNI)?

The 14,078-share entry reflects common stock tied to performance stock units granted under HNI’s 2017 Stock-Based Compensation Plan. These units were originally granted on February 15, 2023 and vested on February 25, 2026, triggering the reported equity grant.

Why were 6,075 HNI (HNI) shares withheld from the COO’s award?

The 6,075 HNI shares were withheld by the company to satisfy tax obligations when performance stock units vested on February 25, 2026. The filing clarifies this was a tax-withholding disposition and notes specifically that no shares were sold.