0001381078-16-000003.txt : 20161219 0001381078-16-000003.hdr.sgml : 20161219 20161219164555 ACCESSION NUMBER: 0001381078-16-000003 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161216 FILED AS OF DATE: 20161219 DATE AS OF CHANGE: 20161219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KNOLL INC CENTRAL INDEX KEY: 0001011570 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 133873847 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1235 WATER ST CITY: EAST GREENVILLE STATE: PA ZIP: 18041 BUSINESS PHONE: 2156797991 MAIL ADDRESS: STREET 1: 1235 WATER STREET CITY: EAST GREENVILLE STATE: PA ZIP: 18041 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schutte David L CENTRAL INDEX KEY: 0001381078 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12907 FILM NUMBER: 162059430 MAIL ADDRESS: STREET 1: C/O KNOLL, INC. STREET 2: 1235 WATER STREET CITY: EAST GREENVILLE STATE: PA ZIP: 18041 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2016-12-16 0 0001011570 KNOLL INC KNL 0001381078 Schutte David L C/O KNOLL, INC. 1235 WATER STREET EAST GREENVILLE PA 18041 0 1 0 0 EVP, Specialty Common Stock 51575 D Restricted Stock Units Common Stock 19646 D Restricted Stock Units Common Stock 5000 D Restricted Stock Units Common Stock 5000 D Of these shares, 29,647 are unvested restricted shares from grants made on February 10, 2014 (19,647), February 9, 2015 (5,000), and February 17, 2016 (5,000), which cliff vest on the third anniversary of each date of grant. These restricted stock units were granted on February 10, 2014 and vest after a three-year performance period, subject to the issuer's satisfaction of certain performance criteria. Each restricted stock unit represents a contingent right to receive, at settlement, one share of the issuer's common stock. These restricted stock units were granted on February 9, 2015 and vest after a three-year performance period, subject to the issuer's satisfaction of certain performance criteria. These restricted stock units were granted on February 17, 2016 and vest after a three-year performance period, subject to the issuer's satisfaction of certain performance criteria. Represents the target amount of restricted stock units granted. An additional twenty-five percent (25%) of the target amount could vest upon achievement of additional performance metrics. Exhibit List Exhibit 24 - Power of Attorney /s/Michael A. Pollner, Attorney-in-Fact 2016-12-19 EX-24 2 modelpoadschutte.txt EXHIBIT 24 POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Michael A. Pollner, John M. Wilson, Craig B. Spray, and Lydia M. Weaver, signing singly, the undersigned's true and lawful attorneys-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an executive officer and/or director of Knoll, Inc. (the "Company"), Forms 3, 4, and 5, and any amendments thereto, in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Act") and the rules promulgated thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 and timely file any such form with the Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's sole discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers granted herein, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney -in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers granted herein. The undersigned hereby grants to each such attorney-in-fact the right to appoint a substitute attorney-in-fact from time to time in such attorney-in-fact's sole discretion. The undersigned acknowledges that the foregoing attorneys-in-fact may rely entirely on information furnished orally or in writing by the undersigned, or a representative of the undersigned, to such attorneys-in-fact. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Act. This Power of Attorney shall become and remain in full force and effect from the date hereof until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. All previously granted powers of attorney related to the actions enumerated above are hereby revoked effective as of the date hereof. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 14th day of December, 2016. Signature: /s/David L. Schutte Print Name: David L. Schutte, Executive Vice President, Specialty