Welcome to our dedicated page for Hni SEC filings (Ticker: HNI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
HNI Corporation filings document the formal disclosures of a NYSE-listed manufacturer of workplace furnishings and residential building products. The record includes Form 8-K reports for operating results, financial condition, material events, and exhibits tied to quarterly and annual earnings releases.
HNI filings also cover the completed Steelcase acquisition, including merger-related material-event reports, acquired-business financial statements, and unaudited pro forma combined financial information. Proxy materials disclose annual meeting matters such as director elections, auditor ratification, and executive compensation votes. Other filings address capital-structure matters, common stock registration information, operational improvement costs, material impairments, governance, and shareholder voting matters.
HNI Corporation filed a current report to share that it has released its financial results for the third fiscal quarter ended September 27, 2025. The company announced these results in a press release dated October 28, 2025.
The press release is attached as Exhibit 99.1 and is treated as information that is being furnished, rather than filed, under securities laws. This means it is not automatically subject to certain liability provisions and is not incorporated into other securities filings unless HNI specifically chooses to do so.
HNI Corporation extended the expiration of its exchange offer and consent solicitation tied to Steelcase’s 5.125% Notes due 2029. The window now runs to 5:00 p.m. New York City time on December 5, 2025, for an exchange of any and all outstanding notes for up to $450,000,000 aggregate principal amount of new HNI notes.
The actions support HNI’s pending acquisition of Steelcase and are conditioned, among other things, on that deal closing. A supplemental indenture implementing proposed covenant changes was executed on October 9, 2025 and will become operative only on the settlement date. Settlement is expected within five business days after the new expiration. HNI may further extend the deadline and will announce any changes before 9:00 a.m. the next business day following the prior expiration.
HNI Corporation extended the expiration of its exchange offer and consent solicitation tied to Steelcase’s 5.125% Notes due 2029. The window now runs to 5:00 p.m. New York City time on December 5, 2025, for an exchange of any and all outstanding notes for up to $450,000,000 aggregate principal amount of new HNI notes.
The actions support HNI’s pending acquisition of Steelcase and are conditioned, among other things, on that deal closing. A supplemental indenture implementing proposed covenant changes was executed on October 9, 2025 and will become operative only on the settlement date. Settlement is expected within five business days after the new expiration. HNI may further extend the deadline and will announce any changes before 9:00 a.m. the next business day following the prior expiration.
HNI Corporation extended the expiration of its exchange offer and consent solicitation tied to its pending acquisition of Steelcase. The offer seeks to exchange any and all outstanding Steelcase 5.125% Notes due 2029 for up to $450,000,000 aggregate principal amount of new HNI notes. The expiration moved from 5:00 p.m. New York City time on October 27, 2025, to 5:00 p.m. New York City time on December 5, 2025, and may be further extended. Settlement is expected within five business days after the Expiration Date.
The consent solicitation aims to eliminate certain covenants and restrictive provisions in the Steelcase indenture. A supplemental indenture was executed on October 9, 2025, and will become operative on the settlement date. The exchange offer and consent solicitation are made under a September 26, 2025 statement and are conditioned, among other things, on consummation of the acquisition. Materials are available only to qualified institutional buyers under Rule 144A or certain non‑U.S. offerees under Regulation S.
HNI Corporation filed Amendment No. 2 to a Form S-4 for its proposed acquisition of Steelcase Inc., seeking shareholder approval to issue HNI shares as merger consideration.
Each Steelcase share will receive mixed consideration of $7.20 in cash plus 0.2192 shares of HNI, with elections to take all‑cash or all‑stock subject to automatic adjustment so total cash and shares equal the mixed package across all holders. Illustrative values show the package at $18.30 per Steelcase share when HNI closed at $50.62 on August 1, 2025 and $16.89 when HNI closed at $44.20 on October 15, 2025. Based on fully diluted shares at signing, former Steelcase holders are expected to own about 36% of HNI, and existing HNI holders about 64%, after closing.
Completion requires approvals at virtual special meetings of both companies and antitrust clearance under the HSR Act; the waiting period is set to expire at 11:59 p.m. Eastern on October 31, 2025, unless extended or terminated earlier. Neither HNI nor Steelcase shareholders have appraisal or dissenters’ rights. The merger agreement includes termination fees: $67 million payable by Steelcase in specified cases and $71 million or $134 million payable by HNI in specified cases.
HNI Corporation: State Farm-affiliated entities filed an amended Schedule 13G reporting passive ownership. They report beneficial ownership of 4,320,023 shares of HNI common stock, representing 9.43% of the class as of the event date 09/30/2025.
The filing lists 2,924,923 shares with sole voting and dispositive power and 1,395,100 shares with shared voting and dispositive power. Reported holdings by entity include State Farm Mutual Automobile Insurance Company 1,761,600 shares (3.85%), State Farm Fire and Casualty Company 492,000 (1.07%), State Farm Investment Management Corporation with 1,395,100 (3.05%) shared power, and the State Farm Insurance Companies Employee Retirement Trust 671,323 (1.47%).
The certification states the securities were acquired and are held in the ordinary course and not for the purpose or effect of changing or influencing control. The filing also includes customary disclaimers regarding “beneficial ownership” and group status.
HNI Corporation filed a Form 8-K reporting a material event and attached a press release dated October 10, 2025 related to an Exchange Offer and Consent Solicitation. The filing header shows the registrant's address in Muscatine, Iowa, and the cover page interactive data file is included as an Inline XBRL exhibit. The form is signed by Vincent Paul Berger II as indicated on the filing. The filing text provided here contains exhibit references but does not include the press release text or the terms of the exchange offer.
HNI and Steelcase have agreed to a two-step merger under a Merger Agreement dated August 3, 2025. Steelcase shareholders may elect mixed consideration (0.2192 HNI share plus $7.20 cash), all-cash consideration, or all-stock consideration; the cash component is fixed at $7.20 per Steelcase share while the stock component depends on a 10-day VWAP reference price. Based on prices noted in the filing, implied per-share values ranged near $17.47–$18.30. Post-closing ownership is estimated at ~36% for pre-closing Steelcase holders and ~64% for pre-closing HNI holders. Completion requires both companies’ shareholder approvals, regulatory clearances (HSR), effectiveness of the Form S-4 registration statement and other customary conditions; sizable termination fees and antitrust risks are disclosed.
HNI Corporation filed an update on its pending acquisition of Steelcase Inc., announcing it has begun an exchange offer for any and all outstanding 5.125% Notes due 2029 issued by Steelcase. These notes held by certain institutional and non‑U.S. investors may be exchanged for up to $450,000,000 aggregate principal amount of new HNI notes, which will be guaranteed by certain subsidiaries of the combined company and secured by substantially all of their assets, subject to exclusions.
Alongside the exchange offer, HNI is conducting a consent solicitation to amend the existing Steelcase indenture and notes to remove certain covenants and restrictive provisions. Eligible holders who provide and do not revoke consents will receive $2.50 in cash per $1,000 principal amount of existing notes. Both the exchange offer and consent solicitation are made only under a confidential offering memorandum to eligible holders and are conditioned, among other things, on completion of the Steelcase acquisition.
HNI Corporation and Steelcase Inc. have entered into a definitive Merger Agreement dated August 3, 2025, under which HNI will acquire Steelcase through two-step mergers. Steelcase shareholders may elect mixed consideration (0.2192 HNI shares plus $7.20 cash), all cash or all stock, with automatic adjustments to preserve aggregate cash and share totals. Based on prices cited, implied per-share values ranged from $17.29 to $18.30 and the parties estimate post-close ownership of approximately 64% HNI holders and 36% Steelcase holders. Both boards unanimously recommend the transactions; each company received fairness opinions from its financial advisors. Completion is subject to shareholder approvals, HSR antitrust review and other closing conditions.
HNI Corporation entered into a new senior secured Credit Agreement providing a $425,000,000 revolving credit facility, a term loan A facility of up to $500,000,000, and a term loan B facility expected to be up to $800,000,000 on the merger closing date.
These loans may be used to fund the proposed acquisition of Steelcase Inc., refinance existing debt of both companies, and pay related fees and expenses. The revolving and term loan A facilities generally mature on the fifth anniversary of the merger closing, while the term loan B facility matures on the seventh anniversary, all with scheduled amortization and optional prepayments.
Interest on the revolving and term loan A borrowings is based on either an alternate base rate or term SOFR plus a leverage-based margin, with customary financial covenants, leverage and interest coverage tests, and standard events of default that allow lenders to accelerate obligations if triggered.