Form 8-K - Current report

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

July 24, 2024

Date of Report (Date of earliest event reported)

__________________________________________

MillerKnoll, Inc.

(Exact name of registrant as specified in its charter)


Michigan	001-15141	38-0837640
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

855 East Main Avenue, Zeeland, MI 49464

(Address of principal executive offices and zip code)

(616) 654-3000

(Registrant's telephone number, including area code)

__________________________________________

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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.20 per share	MLKN	Nasdaq Global Select Market

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

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

The Board of Directors of MillerKnoll, Inc. (the “Company”) appointed each of John Maeda, Tina Edmundson and Jeanne Gang to the Board of Directors of the Company, effective July 24, 2024.

Since 2022, Mr. Maeda has acted as Vice President of Engineering, Head of Computational Design for Microsoft's AI Platform, where he designs how software developers use AI models to their fullest. Since 2023, Ms. Edmundson has served as President for Luxury at Marriott International, where she oversees the company’s global brand and operations strategy for their luxury portfolio. Since 1997, Ms. Gang has been the founding partner of the architecture and urban design practice, Studio Gang.

In connection with the appointment of Mr. Maeda, Ms. Edmondson and Ms. Gang to the Board of Directors, the Board increased the size of the Board from nine members to twelve members.

Each new director will be entitled to receive the compensation payable by the Company to its non-employee directors, as disclosed under “Director Compensation” in the definitive proxy statement filed by the Company on September 1, 2023, in connection with its 2023 Annual Meeting of Shareholders.

None of the three new directors have yet been appointed to any Board committees; none have any direct or indirect material interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K; and none are a party to any arrangement or understanding with any other person pursuant to which he or she was selected as a director.

A copy of the press release announcing the appointment of Mr. Maeda, Ms. Edmondson and Ms. Gang to the Board of Directors of the Company is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.


Exhibit Number			Description

99.1			Press release announcing appointment of John Maeda, Tina Edmundson and Jeanne Gang to the Board of Directors of MillerKnoll, Inc., issued by the Company on July 29, 2024.
104			Cover Page Interactive Data File (embedded within the Inline XBRL Document)

SIGNATURE

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 thereunto duly authorized.

Date:

July 29, 2024

MillerKnoll, Inc.

By:

/s/ Jeffrey M. Stutz

Jeffrey M. Stutz
Chief Financial Officer

MillerKnoll Appoints Three Dynamic New Members to its Board of Directors

John Maeda, Tina Edmundson and Jeanne Gang Join MillerKnoll’s Board of Directors

Zeeland, Michigan, July 29, 2024 - MillerKnoll (NASDAQ:MLKN), a global leader in design, appointed three new directors – John Maeda, Tina Edmundson and Jeanne Gang – to its Board of Directors.

With the retirement of two directors, MillerKnoll evaluated the composition of its board of directors and recruited new members with skills, qualifications and diverse backgrounds to augment the expertise of the current board and support the company’s long-term growth. The new board members bring expertise in technology, architecture, design, hospitality and art.

John Maeda is a well-known technologist, educator, and investor. As Vice President of Engineering, Head of Computational Design for Microsoft’s AI Platform, he designs how software developers use AI models to their fullest. Prior to Microsoft, John dedicated his career to advancing design and innovative technologies in risk management at Everbridge, early-stage startups at KleinerPerkins, and cloud publishing at Automattic. He also served as the 16th President of the Rhode Island School of Design and led research at the MIT Media Lab. John is the author of five books on simplicity and leadership and has exhibited his contemporary art worldwide. He brings board experience having served on the Board of Directors for Sonos, Inc.

Tina Edmundson has set a new standard for creativity and innovation across luxury and lifestyle hospitality. In her current role as the inaugural President, Luxury at Marriott International, she oversees the company’s global brand and operations strategy for their luxury portfolio, which includes more than 500 hotels in 38 countries across eight coveted brands, including The Ritz-Carlton, Ritz-Carlton Reserve, St. Regis, EDITION, Bvlgari Hotels & Resorts, W Hotels, The Luxury Collection, and JW Marriott. She brings over 25 years of experience transforming brands that inspire travel for customers, including her 16+ year career at Marriott International and previous hospitality experience working with Starwood Hotels and Resorts.

Jeanne Gang is an internationally renowned architect known for designing striking places that strengthen connections between people, communities, and the natural world. She is the founding partner of the architecture and urban design practice Studio Gang, whose award-winning portfolio includes the Gilder Center at the American Museum of Natural History; a new United States Embassy in Brazil; and an expansion of the Clinton Presidential Center. A MacArthur Fellow and a Professor in Practice at the Harvard Graduate School of Design, Jeanne has been named one of TIME Magazine’s most influential people in the world. She has authored four books on architecture, and her work has been exhibited widely.

“We are thrilled to welcome John, Tina and Jeanne to our Board of Directors,” said Andi Owen, CEO of MillerKnoll. “In addition to their expertise and leadership, they share a commitment to sustainability and the belief that design is a powerful tool to drive positive change. The unique combination of their backgrounds in technology, hospitality, architecture and art will benefit our board as we continue to use design to shape a better world through our products and the spaces we design.”

With the three new members, MillerKnoll’s Board of Directors has twelve directors, eleven of whom are independent.

About MillerKnoll

MillerKnoll is a collective of dynamic brands that comes together to design the world we live in. The MillerKnoll brand portfolio includes Herman Miller, Knoll, Colebrook Bosson Saunders, DatesWeiser, Design Within Reach, Edelman, Geiger, HAY, Holly Hunt, Knoll Textiles, Maharam, Muuto, NaughtOne, and Spinneybeck|FilzFelt. MillerKnoll is an unparalleled platform that redefines modern for the 21st century by building a more sustainable, equitable and beautiful future for all.

Contact Information:

Lindsay Henry

Corporate Communications

media_relations@millerknoll.com

Cover Document	Jul. 24, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 24, 2024
Entity Registrant Name	MillerKnoll, Inc.
Entity Incorporation, State or Country Code	MI
Entity File Number	001-15141
Entity Tax Identification Number	38-0837640
Entity Address, Address Line One	855 East Main Avenue
Entity Address, City or Town	Zeeland
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	49464
City Area Code	616
Local Phone Number	654-3000
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 $0.20 per share
Trading Symbol	MLKN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000066382
Amendment Flag	false