HNINYSE

HNI CORP

Office Furniture (No Wood) · IA · CIK 48287

HNI Corporation manufactures workplace furnishings and residential building products

red 8-K · 90d

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$2.38B

Market cap

$39.90

Last close

+0.7%

+16.8%

1.0M

Volume

Price · last 39 sessions+11.2%

May 4L $29.25 · H $39.90Jun 29

240

Total filings

Jun 17, 2026

Last filing

01/02

Fiscal year end

All 8-K · 106 425 · 49 10-Q · 29 DEFA14A · 12 DEF 14A · 10 11-K · 10 10-K · 10 SC 13G · 6

Insider Activity

In the 90 days to Feb 9, 2026: 1 sold $104K.

Date	Insider	Action	Shares	Price	Value
Feb 9, 2026	Smith Brian ScottPresident, Hearth & Home Tech	Sell	2,000	$52.20	$104K

Open-market buys & sells (Form 4, transaction codes P/S). Source: SEC structured insider data.

What Changed

Risk factors · Feb 25, 2025 → Mar 3, 2026

136 added · 146 removed between the two most recent 10-Ks. The risks a company starts — or stops — disclosing are often the story.

Newly disclosed

Results of Operations The following table presents certain results of operations: 2025 2024 Change Net sales $ 2,839.0 $ 2,526.4 12.4 % Cost of sales 1,662.9 1,493.0 11.4 % Gross profit 1,176.1 1,033.4 13.8 % Selling and administrative expenses 937.0 820.7 14.2 % Acquisition costs 94.6 — NM Restructuring, impairment, and loss on divestiture 18.5 6.2 201 % Operating income 126.0 206.5 (39.0) % Interest expense, net 35.6 27.2 30.7 % Other non-operating income, net 0.4 — NM Income before income taxes 90.8 179.3 (49.4) % Income tax expense 36.5 39.8 (8.2) % Net income attributable to non-controlling interest 0.0 0.0 NM Net income attributable to HNI Corporation $ 54.2 $ 139.5 (61.1) % As a Percentage of Net Sales: Net sales 100.0 % 100.0 % Gross profit 41.4 40.9 50 bps Selling and administrative expenses 33.0 32.5 50 bps Acquisition costs 3.3 — 330 bps Restructuring, impairment, and loss on divestiture 0.7 0.2 50 bps Operating income 4.4 8.2 -380 bps Income tax expense 1.3 1.6 -30 bps Net income attributable to HNI Corporation 1.9 5.5 -360 bps Net Sales Consolidated net sales for 2025 increased 12.4 percent compared to the prior year.
Income Taxes The following table summarizes the Corporation’s income tax provision: 2025 2024 Income before income taxes $ 90.8 $ 179.3 Income tax expense $ 36.5 $ 39.8 Effective tax rate 40.2 % 22.2 % The income tax provision reflects a higher rate in 2025 compared to the prior year, primarily due to the impact of acquisition costs and parachute compensation payments for acquisition of Steelcase.
Debt" in the Notes to the Consolidated Financial Statements, in connection with the Steelcase acquisition, the Corporation entered into a Credit Agreement on September 5, 2025 (the “Effective Date”), establishing (i) a senior secured revolving credit facility, (ii) a senior secured TLA Facility, and (iii) a senior secured TLB Facility.
Upon the completion of the acquisition on December 10, 2025, the Corporation incurred borrowings under the Credit Agreement facilities described above to repay and retire previous credit facilities and to fund the completion of the Steelcase acquisition.
As of January 3, 2026, the Corporation had the following borrowings outstanding related to the acquisition and ongoing financing of business operations: $15 million of borrowings under the $425 million revolving credit facility, $350 million of borrowings under the TLA Facility, and $500 million of borrowings under the TLB Facility.
ASU 2025-06 modernizes internal-use software guidance, eliminating accounting consideration for software development stages, requiring cost capitalization when management has authorized and is committed to funding the project and it is probable the projected will be completed and the software used for its intended function.
Changes in Internal Controls There have been no changes in the Corporation’s internal control over financial reporting during the fiscal quarter ended January 3, 2026 that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting, except with respect to the internal controls over financial reporting of Steelcase that were inherited as part of the Steelcase acquisition on December 10, 2025.
(b) Exhibits (2.1) Agreement and Plan of Merger, by and among, HNI Corporation, Geranium Merger Sub I, Inc., Geranium Merger Sub II, LLC and Steelcase 2025 (incorporated by reference to Exhibit 2.1 to the Registrant ’ s Current Report on Form 8-K filed August 4, 2025) (3.1) Amended and Restated Articles of Incorporation of HNI Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K for the year ended January 2, 2010) (3.2) Amended and Restated By-laws of HNI Corporation, effective May 10, 2021 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed May 11, 2021) (4.1) Description of Securities of HNI Corporation (incorporated by reference to Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 28, 2019) (4.2) Indenture, dated December 10, 2025, relating to the 5.125% Notes due 2029, by and among HNI, the guarantors party thereto and U.S.
Niemann, dated as of August 3, 2025 (incorporated by reference to Exhibit 99.4 to HNI Corporation’s Current Report on Form 8-K filed August 4, 2025) + (101) The following materials from HNI Corporation’s Annual Report on Form 10-K for the fiscal year ended December 28, 2024 are formatted in Inline XBRL (eXtensible Business Reporting Language) and filed electronically herewith: (i) Consolidated Statements of Comprehensive Income;
Preliminary valuation of acquired property, plant and equipment, and customer lists, acquired technology, and trademarks and trade names intangible assets As discussed in Note 4 to the consolidated financial statements, the Company completed the acquisition of Steelcase Inc. on December 10, 2025, for total consideration of $1.9 billion.
Taylor, dated as of August 3, 2025 (incorporated by reference to Exhibit 99.3 to HNI Corporation’s Current Report on Form 8-K filed August 4, 2025) + (99.2) Voting Support Agreement, by and between HNI Corporation and Jennifer C.
The acquisition of Steelcase increased segment net sales by $187.5 million over the prior year, partially offset by a $16.2 million decrease in net sales from the divestiture of HNI India in the second quarter of 2025.

No longer disclosed

Excluding these items, net income increased in the current year driven by improved net productivity, favorable price-cost, and the full year benefit of the Kimball International acquisition, partially offset by lower sales volume in the legacy HNI businesses. 24 Table of Contents Results of Operations The following table presents certain results of operations: 2024 2023 Change Net sales $ 2,526.4 $ 2,434.0 3.8 % Cost of sales 1,493.0 1,485.7 0.5 % Gross profit 1,033.4 948.3 9.0 % Selling and administrative expenses 820.7 813.2 0.9 % Restructuring and impairment charges 6.2 44.8 (86.2) % Operating income 206.5 90.3 129 % Interest expense, net 27.2 25.5 6.9 % Income before income taxes 179.3 64.8 177 % Income tax expense 39.8 15.6 155 % Net income attributable to non-controlling interest 0.0 0.0 NM Net income attributable to HNI Corporation $ 139.5 $ 49.2 183 % As a Percentage of Net Sales: Net sales 100.0 % 100.0 % Gross profit 40.9 39.0 190 bps Selling and administrative expenses 32.5 33.4 -90 bps Restructuring and impairment charges 0.2 1.8 -160 bps Operating income 8.2 3.7 450 bps Income tax expense 1.6 0.6 100 bps Net income attributable to HNI Corporation 5.5 2.0 350 bps Net Sales Consolidated net sales for 2024 increased 3.8 percent compared to the prior year.
Income Taxes The following table summarizes the Corporation’s income tax provision: 2024 2023 Income before income taxes $ 179.3 $ 64.8 Income tax expense $ 39.8 $ 15.6 Effective tax rate 22.2 % 24.1 % The income tax provision reflects a lower rate in 2024 compared to the prior year, primarily due to the impact of non-deductible transaction costs incurred in 2023 in connection with the acquisition of Kimball International.
Additionally, in the prior year, the Corporation borrowed $300 million in connection with a term loan agreement entered into on March 31, 2023, as further amended on May 25, 2023 to support funding of the acquisition of Kimball International.
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 + (97) HNI Corporation Incentive Compensation Recovery Policy + (101) The following materials from HNI Corporation’s Annual Report on Form 10-K for the fiscal year ended December 28, 2024 are formatted in Inline XBRL (eXtensible Business Reporting Language) and filed electronically herewith: (i) Consolidated Statements of Comprehensive Income;
The following table summarizes the change in the allowance for doubtful accounts: Balance at beginning of period Current provision and adjustments Amounts written off Recoveries and other Acquisition and divestiture of businesses Balance at end of period Year ended December 28, 2024 $ 3.5 $ ( 0.7 ) $ ( 0.9 ) $ 0.1 $ — $ 2.0 Year ended December 30, 2023 $ 3.2 $ 0.3 $ ( 0.5 ) $ 0.0 $ 0.4 $ 3.5 Year ended December 31, 2022 $ 2.8 $ 1.7 $ ( 1.0 ) $ 0.2 $ ( 0.5 ) $ 3.2 Inventories The Corporation’s residential building products inventories, and a majority of its workplace furnishings inventories, are valued at cost, on the "last-in, first-out" (LIFO) basis.
Total depreciation expense was as follows: 2024 2023 2022 Depreciation expense $ 76.9 $ 64.7 $ 53.3 Long-Lived Assets The Corporation evaluates long-lived assets, including definite-lived intangible assets, for indicators of impairment as events or changes in circumstances occur indicating that an impairment risk may be present.
The current year working capital cash usage was consistent with normal historical patterns, while working capital activity in 2023 did not adhere to this pattern due to the impact and timing of the acquisition of Kimball International.
Additionally, non-cash items adjusted from net income to reconcile to operating cash flows were lower in 2024 primarily as a result of the absence of asset impairment charges and an increase in non-cash deferred tax benefits.
The decrease was driven by $41.2 million of acquisition-related expenses incurred in the prior year and acquisition-related cost synergies in 2024, partially offset by lower sales volume in the legacy HNI businesses.
This testing resulted in no goodwill impairment charges recorded related to the Kimball Workplace & Health reporting unit, nor any of the remaining reporting units of the Corporation, in 2024.
Restructuring and Impairment Charges In the current year the Corporation recorded restructuring charges of $6.2 million primarily in connection with factory consolidation initiatives in the workplace furnishings segment and reorganization efforts in the residential building products 25 Table of Contents segment.
The prior year included $31.0 million in goodwill and intangible asset impairment charges at small workplace furnishings business units, $12.5 million in Kimball International acquisition-related expenses, and $9.0 million of restructuring costs in connection with the exit of Poppin.

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