8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  October 16, 2020

Knoll, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number:  001-12907

Delaware	13-3873847
(State or other jurisdiction of	(IRS Employer
incorporation)	Identification No.)

1235 Water Street, East Greenville, Pennsylvania 18041

(Address of principal executive offices, including zip code)

(215) 679-7991

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class	Trading Symbol	Name of exchange on which registered
Common Stock, par value $0.01 per share	KNL	New York Stock Exchange

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On October 16, 2020, the Board of Directors of Knoll, Inc. (the “Company”) voted to increase the size of the Company’s Board of Directors from ten members to eleven members and appointed Jeffery Henderson to serve as a director of the Company. Mr. Henderson will serve as a Class II director until the Company’s 2021 Annual Meeting of Stockholders.

Mr. Henderson, age 47, is the founder and creative director of AndThem, a New York-based global creative agency focused on product design, engineering, content creation and strategy. Prior, Mr. Henderson held a range of creative and managerial roles in the footwear industry, including Footwear Design Director for Nike Sportswear and Innovation Director for Cole Haan. Mr. Henderson holds a graduate degree from Georgia Institute of Technology.

As a non-employee director, Mr. Henderson is entitled to participate in the Knoll, Inc. Non-Employee Director Compensation Plan (the “Plan”), pursuant to which he will receive an annual fee of $50,000 and an annual grant of restricted shares with a fair market value of $90,000, to be granted on the third trading day after the Annual Meeting of Stockholders. For his first year of service on the Board, Mr. Henderson will receive a partial grant of restricted shares under the Plan on a pro-rata basis, effective the third trading day after the public release of the Company’s results for the third quarter.

On October 16, 2020, the Company issued a press release announcing the appointment of Mr. Henderson to the Company’s Board of Directors. For additional information regarding Mr. Henderson, please see the press release which is attached to this Current Report on Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
EX 99.1	Press Release of Knoll, Inc., dated October 16, 2020
EX 104	Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Knoll, Inc.
Date: October 19, 2020	By:	/s/    Michael A. Pollner
		Michael A. Pollner
		Senior Vice President, Chief Administrative Officer, General Counsel & Secretary

EX-99.1

Knoll Appoints Jeffrey Henderson to Board of Directors EAST GREENVILLE, Pa., Oct. 16, 2020 (GLOBE NEWSWIRE) -- Knoll, Inc. (NYSE:KNL), a constellation of design-driven brands for the workplace and home, Jeffrey Henderson today announced the election of Jeffrey Henderson to its board of directors. This addition brings the total members of the Company's board of directors to 11, of which 10 are independent directors. Mr. Henderson, age 47, is the founder and creative director of AndThem, a New York- based global creative agency focused on product design, engineering, content creation and strategy. Prior, Mr. Henderson held a range of creative and managerial roles in the footwear industry, including Footwear Design Director for Nike Sportswear and Innovation Director for Cole Haan. Mr. Henderson holds a graduate degree from the Georgia Institute of Technology. Andrew Cogan, Knoll chairman and CEO, commented, "We are very pleased to welcome Jeffrey to the Knoll board of directors. We look forward to him bringing his design, engineering and product development experience as well as his commitment to social impact and diversity to Knoll.” The Company noted that the election of Mr. Henderson reinforces its commitment to gender, race and professional diversity on its Board of Directors. Jeffrey Henderson, founder and creative director of AndThem, appointed to Knoll, Inc. Board of Directors About Knoll Knoll, Inc. is a constellation of design-driven brands and people, working together with our clients in person and digitally to create inspired modern interiors. Our internationally recognized portfolio includes furniture, textiles, leathers, lighting, accessories, and architectural and acoustical elements. Our brands — Knoll Office, KnollStudio, KnollTextiles, KnollExtra, Spinneybeck | FilzFelt, Edelman Leather, HOLLY HUNT, DatesWeiser, Muuto, and Fully — reflect our commitment to modern design that meets the diverse requirements of high-performance workplaces, work from home settings and luxury residential interiors. A recipient of the National Design Award for Corporate and Institutional Achievement from the Smithsonian's Cooper-Hewitt, National Design Museum, we can help organizations achieve Leadership in Energy and Environmental Design (LEED), Living Building Challenge and WELL Building workplace certifications. To learn more about our initiatives to support more inclusive and diverse communities, visit knoll.com/community. Contact Investors: Charles Rayfield Senior Vice President and Chief Financial Officer Tel 215 679-1703 crayfield@knoll.com Media: David E. Bright Senior Vice President, Communications Tel 212 343-4135 dbright@knoll.com A photo accompanying this announcement is available at https://pr.globenewswire.com/FileDownloader/DownloadFile? source=pnr&fileGuid=6fe560e8-f036-48ca-b1f1-706e9eaf649c

XML

Cover	Oct. 16, 2020
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 16, 2020
Entity Registrant Name	Knoll, Inc.
Entity File Number	001-12907
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	13-3873847
Entity Address, Address Line One	1235 Water Street
Entity Address, City or Town	East Greenville
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	18041
City Area Code	215
Local Phone Number	679-7991
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	KNL
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001011570
Amendment Flag	false