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
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Meade Donna D

(Last) (First) (Middle)
600 EAST SECOND STREET

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, Member Relations
3. Date of Earliest Transaction (Month/Day/Year)
11/23/2020
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 11/23/2020 M 888 A $31.98 10,678.61 D
Common Stock 11/23/2020 S(1) 888 D $38.16(2) 9,790.61 D
Common Stock 11/23/2020 M 1,262 A $25.46 11,052.61 D
Common Stock 11/23/2020 S(1) 1,262 D $38.16(2) 9,790.61 D
Common Stock 11/24/2020 M(3) 106 A $31.98 9,896.61 D
Common Stock 11/24/2020 M(3) 371 A $25.46 10,267.61 D
Common Stock 712.854 I Profiit-Sharing Retirement Plan
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
Non-qualifying employee stock options (right to buy) $31.98 11/23/2020 M 888 02/16/2015 02/16/2021 Common Stock 888 $0 106 D
Non-qualifying employee stock options (right to buy) $25.46 11/23/2020 M 1,262 02/15/2016 02/15/2022 Common Stock 1,262 $0 371 D
Non-qualifying employee stock options (right to buy) $31.98 11/24/2020 M 106 02/16/2015 02/16/2021 Common Stock 106 $0 0 D
Non-qualifying employee stock options (right to buy) $25.46 11/24/2020 M 371 02/15/2016 02/15/2022 Common Stock 371 $0 0 D
Explanation of Responses:
1. The sale was effected pursuant to a Rule 10b5-1 trading plan, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, and HNI's policies regarding stock transactions, including its insider trading policy.
2. The dollar amount in column 4 is a result of multiple lots for the same price that have been combined. The reporting person undertakes to provide HNI Corporation, any security holder of HNI Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at this price.
3. This is an exercise and hold transaction. This transaction is the second in a two step transaction initiated on November 23, 2020 under a 10b5-1 plan where options were exercised and shares sold to cover taxes and expenses.
Remarks:
/s/ Steven M. Bradford, By Power of Attorney 11/25/2020
** 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.