[Form 4] HNI Corporation Insider Trading Activity

Rhea-AI Filing Summary

HNI Corporation director John R. Hartnett acquired 291 shares of HNI common stock on 08/12/2025 under the company’s 2017 Plan for Non-Employee Directors. The shares were issued in lieu of a quarterly board retainer fee of $12,981.51 at an effective purchase price of $44.61 per share. Following the transaction, the filing reports Mr. Hartnett’s beneficial ownership as 40,957.944 shares. The Form 4 was signed on behalf of the reporting person by a power of attorney on 08/14/2025. The disclosure is a routine insider reporting of compensation-paid-in-stock rather than an open-market purchase or sale.

Positive

• Director compensation disclosed transparently: 291 shares issued under the 2017 Plan for Non-Employee Directors in lieu of $12,981.51 in fees.
• Clear transaction detail: Transaction date (08/12/2025), price ($44.61), and resulting beneficial ownership (40,957.944 shares) are reported.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director compensation issued as stock; immaterial to company valuation.

The Form 4 documents a director receipt of 291 shares under the 2017 non-employee director plan in lieu of cash retainer of $12,981.51, recorded at $44.61 per share. This is a non-market issuance reflecting compensation practices rather than trading activity. The post-transaction beneficial ownership of 40,957.944 shares is disclosed, but the filing contains no information on share dilution, total outstanding shares, or other transactions that would materially move investor valuations.

Corporate Governance Expert

TL;DR: Standard governance disclosure showing director compensation settled in equity via the company plan.

The filing explicitly states the shares were issued under the 2017 Plan for Non-Employee Directors in lieu of quarterly fees, which is a common governance mechanism to align directors with shareholders. The use of a power of attorney signature is noted and appropriately disclosed. The document provides precise figures for shares issued, fee amount, and price per share, but does not indicate any related-party transactions beyond the routine compensation issuance.

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
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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^*

Hartnett John R.

(Last) (First) (Middle)

600 EAST SECOND ST.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		A		291(1)	A	$44.61	40,957.944	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 acquired under the Corporation's 2017 Plan for Non-Employee Directors in lieu of quarterly board retainer fees of $12,981.51.

Remarks:

	/s/ Steven M. Bradford; by Power of Attorney	08/14/2025
	** 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 transaction did HNI director John R. Hartnett report on Form 4 (HNI)?

The Form 4 reports that John R. Hartnett acquired 291 shares of HNI common stock on 08/12/2025 under the company’s 2017 Plan for Non-Employee Directors.

Why were the 291 shares issued to the director according to the filing?

The shares were issued in lieu of a quarterly board retainer fee of $12,981.51 under the 2017 Plan for Non-Employee Directors.

What price per share is reported for the issuance on the Form 4?

The filing states a price of $44.61 per share for the 291 shares issued on 08/12/2025.

What is the director’s beneficial ownership following the reported transaction?

Following the transaction, the Form 4 reports beneficial ownership of 40,957.944 shares for John R. Hartnett.

Who signed the Form 4 and when?

The Form 4 was signed by Steven M. Bradford by Power of Attorney on 08/14/2025.