How is the HNI (HNI) Profit-Sharing Retirement Plan reflected in the CEO’s holdings?

The CEO’s Form 4 shows 7,674.193 HNI shares held indirectly through the Profit-Sharing Retirement Plan. A footnote explains that this total includes 296.668 shares acquired under the plan, clarifying the composition of his retirement-related ownership stake.

Form 4: Lorenger Jeffrey D reports disposition transactions in HNI

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Lorenger Jeffrey D reported disposition transactions in a Form 4 filing for HNI. The filing lists transactions totaling 7,180 shares at a weighted average price of $51.72 per share. Following the reported transactions, holdings were 119,959 shares.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Lorenger Jeffrey D

Role President & CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	7,180	$51.72	$371K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 119,959 shares (Direct); Common Stock — 217,054.462 shares (Indirect, By Trust)

Footnotes (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. The total in column 5 includes 296.668 shares acquired under the HNI Corporation Profit-Sharing Retirement Plan.

Form 4 Insider Transactions: What Each Field Means →

02/17/2026 - 12:13 PM

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^*

Lorenger Jeffrey D

(Last)

(First)

(Middle)

600 EAST SECOND STREET

(Street)

MUSCATINE

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)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/12/2026		F		7,180⁽¹⁾	D	$51.72	119,959	D
Common Stock								217,054.462	I	By Trust
Common Stock								7,674.193⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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.

2. The total in column 5 includes 296.668 shares acquired under the HNI Corporation Profit-Sharing Retirement Plan.

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).
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did HNI (HNI) CEO Jeffrey D. Lorenger report?

Jeffrey D. Lorenger reported 7,180 HNI common shares withheld to cover taxes on vested restricted stock units. The shares were withheld by the company, and the filing states no shares were sold in the open market as part of this transaction.

Was the HNI (HNI) CEO’s February 12, 2026 Form 4 a stock sale?

No, the Form 4 describes tax withholding, not an open-market sale. HNI withheld 7,180 shares to satisfy tax obligations on vested restricted stock units, and the disclosure specifically notes that no shares were sold into the market.

How many HNI (HNI) shares does the CEO own directly after this transaction?

After the tax-withholding transaction, Jeffrey D. Lorenger directly beneficially owns 119,959 HNI common shares. This figure represents his remaining direct holdings following the 7,180 shares withheld by the company to cover associated tax liabilities.

What indirect HNI (HNI) shareholdings does the CEO report on this Form 4?

The CEO reports 217,054.462 HNI shares held indirectly through a trust and 7,674.193 shares through the HNI Corporation Profit-Sharing Retirement Plan. The retirement plan position includes 296.668 shares that were acquired under that plan, according to the filing footnotes.

What does transaction code "F" mean in the HNI (HNI) CEO’s Form 4?

Transaction code “F” indicates shares were used to pay an exercise price or tax liability. In this case, 7,180 HNI shares were withheld by the issuer to cover taxes on restricted stock units that vested on February 12, 2026, with no market sale involved.