MillerKnoll Inc. filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders
$MLKN
Office Equipment/Supplies/Services
Consumer Discretionary
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
Date of Report (Date of earliest event reported)
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(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(Address of principal executive offices and zip code)
(616 ) 654-3000
(Registrant's telephone number, including area code)
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) Compensatory Arrangements of Certain Officers
At the annual meeting of shareholders of MillerKnoll, Inc. (the “Company”) held on October 13, 2025, the Company’s shareholders approved the MillerKnoll, Inc. 2025 Long-Term Incentive Plan (the “Plan”). The Plan replaces the Company’s existing Long-Term Incentive Plan approved by shareholders in 2023. The Plan provides for the grant of a variety of equity-based awards, such as stock options, stock appreciation rights, restricted stock and restricted stock units, performance stock units, and other stock-based awards. The Plan authorizes awards to non-employee directors and all employees of the Company or its subsidiaries, including named executive officers. Subject to certain adjustments, the maximum number of shares that may be issued under the Plan is 21,164,945 shares. The Plan was described in more detail in, and a copy of the Plan was attached as Appendix B to, the Company’s proxy statement filed with the SEC on August 29, 2025.
Item 5.07 Submission of Matters of a Vote of Security Holders
The annual meeting of the shareholders of the Company was held on October 13, 2025, at which the matters listed below were submitted to a vote of the shareholders through the solicitation of proxies. The proposals are described in the Company's proxy statement, filed with the SEC on August 29, 2025. The voting results are as follows:
(1) The following nominees were elected to serve three-year terms on the Company's Board of Directors by the following votes:
| Nominee | For | Withheld | Broker non-votes | |||||||||||||||||
| Lisa A. Kro | 52,717,620 | 6,532,464 | 4,664,217 | |||||||||||||||||
| John T. Maeda | 54,078,851 | 5,171,233 | 4,664,217 | |||||||||||||||||
| Michael C. Smith | 53,669,469 | 5,580,615 | 4,664,217 | |||||||||||||||||
(2) The compensation paid to the Company's named executive officers was approved on an advisory basis by the following votes:
| For | Against | Abstain | Broker non-votes | |||||||||||||||||
| 56,495,979 | 2,623,598 | 130,507 | 4,664,217 | |||||||||||||||||
(3) The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending May 30, 2026, was ratified by the following votes:
| For | Against | Abstain | Broker non-votes | |||||||||||||||||
| 63,261,543 | 561,155 | 91,603 | N/A | |||||||||||||||||
(4) The approval of the MillerKnoll, Inc. 2025 Long-Term Incentive Plan by the following votes:
| For | Against | Abstain | Broker non-votes | |||||||||||||||||
| 46,229,453 | 12,799,105 | 221,526 | 4,664,217 | |||||||||||||||||
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: | October 14, 2025 | MillerKnoll, Inc. | ||||||||||||
| By: | /s/ Kevin J. Veltman | |||||||||||||
| Kevin J. Veltman Interim Chief Financial Officer | ||||||||||||||