HNI CORP — Director's Dealing 2024

Oct 15, 2024

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: HNI CORP (HNI)
CIK: 0000048287
Period of Report: 2024-10-13

Reporting Person: Smith Brian Scott (President, Hearth & Home Tech)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11901.608	Direct
Common Stock	1489.804	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-qualifying employee stock option (right to buy)	$51.54	2025-02-18	Common Stock (2284)		Direct
Non-qualifying employee stock option (right to buy)	$46.62	2027-02-15	Common Stock (3676)		Direct
Performance Standard Units	$0		Common Stock (2630)		Direct
Performance Standard Units	$0		Common Stock (3843)		Direct
Performance Standard Units	$0		Common Stock (2944)		Direct

Footnotes

F1: Of the 11,901.608 shares of Common Stock reported, 2,610.478 shares are held in a Member's Stock Purchase Plan; 2,343 shares are held in a Supplemental Income Plan; 565.130 shares are held in a deferred account pursuant to the Executive Deferred Compensation Plan to be distributed in ten equal annual installments starting January 2025; and 6,383 shares represent underlying restricted stock units ("RSUs") as follows: (a) 877 RSUs granted on February 16, 2022, which will vest on February 16, 2025; (b) 2,562 RSUs granted on February 15, 2023, which will vest in two equal annual installments on February 15, 2025 and February 15, 2026; and (c) 2,944 RSUs granted on February 14, 2024, which will vest in three equal annual installments on February 14, 2025, February 14, 2026, and February 14, 2027.

F2: The option became fully vested and exercisable on the fourth anniversary of the grant date.

F3: On February 16, 2022, the reporting person was granted performance standard units to become fully vested on December 31, 2024. These shares will not be distributed until after HNI Corporation's February 2025 Board Meeting and only upon achievement of performance goals.

F4: On February 15, 2023, the reporting person was granted performance standard units to become fully vested on December 31, 2025. These shares will not be distributed until after HNI Corporation's February 2026 Board Meeting and only upon achievement of performance goals.

F5: On February 14, 2024, the reporting person was granted performance standard units to become fully vested on December 31, 2026. These shares will not be distributed until after HNI Corporation's February 2027 Board Meeting and only upon achievement of performance goals.