Statement of Changes in Beneficial Ownership (4)
November 18 2021 - 6:38PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Veltman Kevin J. |
2. Issuer Name and Ticker or Trading Symbol
MILLERKNOLL, INC.
[
MLHR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) VP of IR & Treasurer |
(Last)
(First)
(Middle)
855 EAST MAIN AVENUE, P.O. BOX 302 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/13/2021 |
(Street)
ZEELAND, MI 49464
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 7/16/2021 | | M | | 771 | A | $0.0 | 2780.9515 (1) | D | |
Common Stock | 7/16/2021 | | F | | 232.828 | D | $43.04 | 2548.1235 (2) | D | |
Common Stock | 7/19/2021 | | A | | 74 | A | (3) | 2622.1235 | D | |
Common Stock | 8/1/2021 | | M | | 428 | A | $0.0 | 3056.0888 (2) | D | |
Common Stock | 8/1/2021 | | F | | 124.9653 | D | $43.15 | 2931.1235 | D | |
Common Stock | | | | | | | | 576.222 | I | by profit share plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Units | (4) | 7/13/2021 | | A | | 1640 | | (5) | (5) | Common Stock | 1640 | $0.0 | 7101 | D | |
Restricted Stock Units | (4) | 7/16/2021 | | M | | | 771 | (6) | (6) | Common Stock | 771 | $0.0 | 6330 | D | |
Restricted Stock Units | (4) | 8/1/2021 | | M | | | 428 | (7) | (7) | Common Stock | 428 | $0.0 | 5902 | D | |
Explanation of Responses: |
(1) | The directly owned common stock holdings reflected in Table I of this form include shares purchased through Herman Miller's 1995 Employees' Stock Purchase Plan, which satisfies the exemption requirements of Rule 16b-3. |
(2) | The Number of Derivative Securities Beneficially Owned Following Reported Transaction reflected in Table I of this form includes dividend equivalent units reinvested in the corresponding vesting RSUs, which satisfies the exemption of Rule 16b-2. |
(3) | Shares were issued pursuant to Herman Miller?s acquisition of Knoll in respect of shares of Knoll common stock held as of immediately prior to the effective time of the merger. In the merger, each share of Knoll common stock (subject to certain exceptions as set forth in the merger agreement) was converted into the right to receive 0.32 shares of Herman Miller common stock and $11.00 in cash, with cash paid in lieu of fractional shares. |
(4) | Each restricted stock unit represents a contingent right to receive one share of MLHR common stock. |
(5) | The restricted stock units are subject to a three-year vest schedule, vesting 25% on 8/1/2022, 25% on 8/1/2023, and 50% 8/1/2024. |
(6) | The restricted stock units have a three year cliff vest. |
(7) | The restricted stock units are subject to a three-year vest schedule, vesting 25% on 8/1/2021, 25% on 8/1/2022, and 50% on 8/1/2023. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Veltman Kevin J. 855 EAST MAIN AVENUE P.O. BOX 302 ZEELAND, MI 49464 |
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| VP of IR & Treasurer |
Signatures
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By: Jacqueline H. Rice For: Kevin J. Veltman | | 11/18/2021 |
**Signature of Reporting Person | Date |
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