Filed by Steelcase Inc.
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject company: Steelcase Inc.
Commission file number: 333-290205
EDITION 4 OCTOBER 2025 Integration Insights Ways of Working Survey As part of integration planning, both organizations will conduct a Ways of Working survey to ensure a thoughtful approach to bringing our companies together post-closing. This is an important step in learning about both cultures—not to change or replace what makes each organization unique, but to build on the strengths, values, and shared principles that define them. By taking time to listen and learn, the goal is to intentionally shape a culture that honors the history of both organizations while creating a unified foundation for the future. The survey will focus on four key dimensions that are essential to a high-performance culture. These dimensions will form the foundation for the survey questions, providing meaningful insight into how teams at the two companies work, make decisions, achieve results, and stay connected across both companies. Prioritization This dimension focuses on how teams set and communicate priorities, use their time effectively, and stay focused on high-impact work that drives results. Decision Making This dimension focuses on how decisions are made and communicated, engaging and empowering the right people at the right time to ensure clarity, efficiency, and transparency after close. Accountability This dimension focuses on setting expectations, measuring results, and reinforcing accountability to strengthen alignment and performance as the companies come together post-close. Connectedness This dimension focuses on belonging and connection—how people support one another, grow together, and feel valued for their contributions. These connections build a culture of trust, inclusion, integrity, and shared success. The survey will launch next week to office-based members and employees globally, followed by an additional phase that will include manufacturing. While not everyone will participate immediately, all voices are important, and insights from across the organization will help shape how we work together in the future. Our cultures and our people are central to the success of this integration. Each member and employee plays an important role in helping us understand what makes our organizations unique and strong. Through a deliberate and phased approach, the organization is committed to listening, learning, and honoring the distinct cultures that have shaped our success. This process will take time and thoughtful collaboration, but it represents an important step toward creating a unified culture post-close grounded in respect, inclusion, and a shared commitment to excellence.
EDITION 4 | OCTOBER 2025 Across the Business HNI Corporation Why do we call our We, Corporation, the member exist owners to enhance of HNI where people Vision and Core Beliefs employees members? work, live, and gather. Since HNI’s founding At HNI, our vision and core beliefs are the Create We will: long-term value for shareholders and we’ve operated under the foundation of how we work, grow, and succeed premise that all would be together. They guide our decisions, our stakeholders Be a great place to work treated equally and relationships, and the experiences we create for respectfully as members our customers and each other. Be a responsible global citizen and owners. These beliefs unite us across brands, roles, and Positively Impact the Planet. We strive to locations, reminding us that while our work may sustainably use natural resources, minimize our Referring to employees as differ, our purpose is shared. We are fueled by a footprint on the environment and conduct members is a reflection of passionate winning spirit. Our success depends business in ways that are good for the planet today the company’s belief that on living our core beliefs every day. and for generations to come. everyone contributes to the organization’s success Relentless Focus on Customers. In everything Fairness and Respect. We operate in a spirit of and shares in its progress. we do, the customer comes first. We help our cooperation. We value treating each other customers succeed because we believe their honestly and with fairness and respect. We do goals are our goals. what is right for HNI and for one another. The term highlights a culture of inclusion, Always a Better Way. Built around Rapid Integrity Without Compromise. How we do collaboration, and shared Continuous Improvement (RCI) and the belief business is important to us. We believe in always purpose, where each we all have something unique and valuable to doing the right thing. We hold ourselves and individual plays an contribute every day, we view problems as others to the highest standards in all we say and important role in shaping opportunities waiting to be uncovered and do. actively participate in finding solutions. the future. It is a driving A Community for Everyone. Everyone is force of empowered Shared Responsibility and Rewards. We hold welcome. We value using each other’s differences accountability paired with ourselves accountable for results and win in experiences and ideas to solve problems and respect and integrity. together. As company owners, we are trusted to better serve our customers. We strive to improve *see the Q&A for more information make decisions that improve our business. the communities where we work and live. on member Steelcase We Work Better When We Work Together Purpose + Core Values We adapt and grow most when we think critically and creatively together. We are led by curiosity The company’s Core Values are enduring beliefs to listen, learn, research and collaborate, in order that guide employees on delivering the purpose to continuously build better solutions. This is of helping the world work better, while also how we innovate. shaping the organization and how the culture We Hold Ourselves and Each Other comes to life. They show up in day-to-day Accountable behavior and lead employees as they make We can only help people do their best work if we important decisions. are doing ours. We have a responsibility to fulfill We Act With Integrity our commitments to our customers and partners We hold ourselves to the highest standards of – and each other. And we are most successful “ honesty, accountability and fairness. We tell the when we are empowered to show up and speak truth and act ethically. This character guides up in our work with others. This is how we deliver everything we do. It’s how we earn the trust of results. our peers, partners and customers. This is how We Work Toward Better Futures for People Steelcase is guided by we all lead. and the Planet the clear purpose of We Treat People With Dignity and Respect We’ve always worked toward a more sustainable helping the world We engage others with empathy – valuing who and resilient future for people and the planet. work better. they are and what they contribute. We are We put ambitious commitments into action that committed to building relationships and make work, the planet and our business better, communities where everyone feels seen, heard driving our success and the wellbeing of the and valued. This is how we create a culture that communities where we live and serve. This is 2 makes space for all. how we impact the world we share.
EDITION 4 | OCTOBER 2025 Leadership Lens Get to know the In this Q&A session with the leadership team, we connected with Greg Leadership Team Meunier and Dan Dicks. They share their backgrounds, information about their focus in the IMO, and perspectives on bringing our companies together. Q: Can you tell readers a little about your role in the Integration Management Office (IMO)? A: I’ll be one of the leads supporting the Logistics workstream and will also serve as a key member of the Network Optimization workstream. My focus will be on aligning distribution strategy and optimizing how we deliver product across the combined organization post-close. Q: What excites you most about the acquisition and what it means for both organizations? A: It’s exciting to be part of bringing together two highly respected companies. This combination not only advances our collective capabilities but also creates tremendous opportunities for our people, our customers, and the communities we serve. The alignment of talent, culture, and innovation will elevate what we can accomplish together. Q: You were previously on the Steering Committee during the HNI and Kimball International acquisition. Can you share an example of a past success story and what made it work well? A: One success that stands out is the integration of the Regional Distribution Center (RDC) network. Merging our distribution systems allowed us to deliver products more efficiently and Greg Meunier effectively, reduce costs, and strengthen our connection to customers. The collaboration across teams and clear focus on shared outcomes made it a model for successful integration. Executive Vice President, Global Operations Q: How do you manage uncertainty or change, and how do you encourage your teams to do the same? Greg has over 35 years of experience in the furniture industry, all with A: I believe in leading with the long-term vision always in mind. Change is constant, and while Kimball International, where he short-term challenges are inevitable, keeping sight of where we’re headed helps maintain progressed from the manufacturing perspective and focus. I encourage my teams to approach uncertainty the same way—by floor to an executive leadership staying adaptable, communicating openly, and grounding every decision in our broader position. mission and goals. As the Executive Vice President of Global Operations at HNI Workplace Q: What makes you proud to be part of Kimball International and now more broadly with Furnishings and Kimball International, Greg supports the HNI? Integration Management Office A: I’m extremely proud of the opportunities for growth and leadership I’ve been afforded (IMO) by leading the Logistics during my 35 years with Kimball International. My most recent promotion to lead operations workstream and participating as a key for Kimball International and HNI Workplace Furnishings is a testament to the confidence the member on the Network Optimization workstream. organization has in its people and the culture we’ve built together. What truly stands out about Greg has held various roles at Kimball our culture is—the dedication, collaboration, and commitment to putting our members first. That spirit is what defines us and continues to make me proud every day. International and is passionate about streamlining processes, driving Q: If your colleagues had to describe you in three words, what would they be? efficiency, and encouraging teams to perform their best. A: Passionate, driven, and an admired leader. 3
EDITION 4 | OCTOBER 2025 Leadership Lens Get to know the In this Q&A session with the leadership team, we connected with Greg Leadership Team Meunier and Dan Dicks. They share their backgrounds, information about their focus in the IMO, and perspectives on bringing our companies together. Q: Can you tell readers a little about your role in the Integration Management Office (IMO)? A: My role within the IMO centers on program management, with a particular focus on ensuring near-term readiness for closing across the functional workstream teams. We are very early on in our integration efforts, so my focus will certainly evolve over time as the workstreams formalize their priorities and post-close action plans. Currently, I am focusing most of my energy on building relationships with the Boston Consulting Group (BCG) and HNI teams and making sure our Steelcase team has everything they need to be successful in this pre-close stage. I think the cool part of this role starts after we close the deal. My goal is to connect with the IMO team, collaborate on new ideas and opportunities to make our combined company even stronger—beyond the limited workstreams and initiatives we are currently focused on. Q: What excites you most about the acquisition and what it means for both organizations? A: From a market perspective, I get very excited about the complementary nature of our brands and businesses. It opens up a lot of possibilities for collaboration and value creation in the future for our customers and employees. I am excited to potentially benchmark and collaborate with our HNI counterparts after close. Dan Dicks Q: You were previously involved in Steelcase’s acquisition of HALCON — what’s one key General Manager, lesson you’ve learned that’s guiding your approach this time? Consumer/Retail Marketing A: I was very excited to see the guiding principles to enable this integration and serve as our north stars. Protecting the wellbeing of our people and protecting the revenue streams of our Dan has 32 years of experience including 25 years with Steelcase. business are two that particularly resonated with me. We also established guiding principles Prior to the IMO, he served as when Steelcase acquired HALCON, and it’s amazing how many times that helped us make General Manager for Consumer and decisions and resolve issues. Retail Marketing leading the Steelcase Store for direct-to- Q: How do you manage uncertainty or change, and how do you encourage your teams to consumer business. Dan will support do the same? the Integration Management Office A: Ensuring that you stay close to your team members, communicate even more than you (IMO) by consulting with the various workstreams and acting as a liaison normally would and encourage healthy dialogue. Control what you can control! for Steelcase. Q: What makes you proud to be part of Steelcase? Dan has held various roles A: I am grateful and proud of the opportunities to work with and learn from amazing people on throughout his career in Marketing, so many exciting projects and businesses. It’s “just furniture” but it is way more than that, it is a Strategy, Supply Management, special culture that was built from a history of great people. Finance, and Engineering. He led the post-merger integration Q: If your colleagues had to describe you in three words, what would they be? for the HALCON acquisition in 2022- A: I really don’t like talking about myself so I asked a few people and the words that kept 2023 and is looking forward to coming up were: empathetic (I always put people first), connected (my close work friends refer contributing lessons learned from to me as the “mayor”), and strategic / business oriented. that experience to a successful integration. 4
EDITION 4 | OCTOBER 2025 Your Questions, Answered What will technology tools and In the near term, there will be no significant changes to technology tools and systems systems look like post-close, following close. Both organizations will continue operating within their current systems to including things like email ensure business continuity and seamless experience for employees, members, dealers, addresses? and customers. Specifically, email addresses and domains will also remain the same. Over time, as integration planning progresses, teams will look for opportunities to improve efficiency, connectivity, and collaboration across systems. Any changes will take place thoughtfully and with clear communication before any adjustments are made. Will there be opportunities for Yes. One exciting aspect of the acquisition is the opportunity it creates for professional career growth across the two growth and collaboration across both organizations. As we bring our companies companies? together, we’re focused on leveraging the strengths and talents of our teams to create even more opportunities for development, learning, and connection. We’ve seen this first-hand through past acquisitions, where members and employees discovered new career paths and development opportunities that might not have existed before. (Read Greg Meunier’s Q&A for one recent example.) Bringing our companies together opens the door for even more of those success stories in the future. Will Steelcase employees be called There are no immediate plans to change how employees are referred to on Day 1. The members when the transaction IMO includes representatives of both HNI and Steelcase focused specifically on culture closes? integration. This team, working with senior leaders of both organizations, will take a thoughtful and intentional approach to how we talk about and recognize our people. The feedback gathered through the Ways of Working survey will be important in shaping that understanding and helping define what best represents our shared culture moving forward post- close. We will continue to provide updates as this work progresses. Do we have plans to adjust to a Yes. The two organizations currently operate on different fiscal calendars, and aligning to single fiscal calendar between the a single calendar will be an important part of integration post-close. This type of change companies? involves coordination across several areas, including financial reporting, budgeting, and planning cycles. Because of these interdependencies, the transition will be approached thoughtfully and intentionally to minimize disruption to our business operations and teams. The fiscal calendar change is focused on updating our external and internal financial reporting. Decisions related to programs that may also run on a fiscal year basis, such as compensation, payroll, dealer incentives, etc., will be determined separately. Currently, Steelcase operates on a fiscal calendar that typically runs March through February. HNI runs on a fiscal calendar that typically runs January through December. At close, Steelcase will shift to align with HNI’s fiscal year. Have a question? We’re listening. Scan the dedicated QR code to submit a question. Leadership teams will review questions from their respective members HNI Members Steelcase Employees and employees.
Forward-Looking Statements This communication contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933, which involve risks and uncertainties. Any statements about HNI’s, Steelcase’s or the combined company’s plans, objectives, expectations, strategies, beliefs, or future performance or events and any other statements to the extent they are not statements of historical fact are forward-looking statements. Words, phrases or expressions such as “anticipate,” “believe,” “could,” “confident,” “continue,” “estimate,” “expect,” “forecast,” “hope,” “intend,” “likely,” “may,” “might,” “objective,” “plan,” “possible,” “potential,” “predict,” “project”, “target,” “trend” and similar words, phrases or expressions are intended to identify forward looking statements but are not the exclusive means of identifying such statements. Forward-looking statements are based on information available and assumptions made at the time the statements are made. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. Forward-looking statements in this communication include, but are not limited to, statements about the benefits of the transaction between HNI and Steelcase (the “Transaction”), including future financial and operating results, the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts. The following Transaction-related factors, among others, could cause actual results to differ materially from those expressed in or implied by forward-looking statements: the occurrence of any event, change, or other circumstance that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between HNI and Steelcase; the outcome of any legal proceedings that may be instituted against HNI or Steelcase; the possibility that the Transaction does not close when expected or at all because required regulatory, shareholder, or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that seeking or obtaining such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, trade policy (including tariff levels), laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which HNI and Steelcase operate; any failure to promptly and effectively integrate the businesses of HNI and Steelcase; the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; reputational risk and potential adverse reactions of HNI’s or Steelcase’s customers, employees or other business partners, including those resulting from the announcement, pendency or completion of the Transaction; the dilution caused by HNI’s issuance of additional shares of its capital stock in connection with the Transaction; and the diversion of management’s attention and time to the Transaction from ongoing business operations and opportunities. Additional important factors relating to Steelcase that could cause actual results to differ materially from those in forward-looking statements include, but are not limited to, competitive and general economic conditions domestically and internationally; acts of terrorism, war, governmental action, natural disasters, pandemics and other Force Majeure events; cyberattacks; changes in the legal and regulatory environment; changes in raw material, commodity and other input costs; currency fluctuations; changes in customer demand; and the other risks and contingencies detailed in Steelcase’s most recent Annual Report on Form 10-K and its other filings with the U.S. Securities and Exchange Commission (the “SEC”). Additional important factors relating to HNI that could cause actual results to differ materially from those in forward-looking statements include, but are not limited to, HNI’s ultimate realization of the anticipated benefits of the acquisition of Kimball International; disruptions in the global supply chain; the effects of prolonged periods of inflation and rising interest rates; labor shortages; the levels of office furniture needs and housing starts; overall demand for HNI’s products; general economic and market conditions in the United States and internationally; industry and competitive conditions; the consolidation and concentration of HNI’s customers; HNI’s reliance on its network of independent dealers; change in trade policy, including with respect to tariff levels; changes in raw material, component, or commodity pricing; market acceptance and demand for HNI’s new products; changing legal, regulatory, environmental, and healthcare conditions; the risks associated with international operations; the potential impact of product defects; the various restrictions on HNI’s financing activities; an inability to protect HNI’s intellectual property; cybersecurity threats, including those posed by potential ransomware attacks; impacts of tax legislation; and force majeure events outside HNI’s control, including those that may result from the effects of climate change, a description of which risks and uncertainties and additional risks and uncertainties can be found in HNI’s most recent Annual Report on Form 10-K and its other filings with the SEC. These factors are not necessarily all of the factors that could cause HNI’s, Steelcase’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any forward-looking statements. Other unknown or unpredictable factors also could harm HNI’s, Steelcase’s or the combined company’s results. All forward-looking statements attributable to HNI, Steelcase, or the combined company, or persons acting on HNI’s or Steelcase’s behalf, are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made, and HNI and Steelcase do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If HNI or Steelcase updates one or more forward-looking statements, no inference should be drawn that HNI or Steelcase will make additional updates with respect to those or other forward-looking statements. Further information regarding HNI, Steelcase and factors that could affect the forward-looking statements contained herein can be found in HNI’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and its other filings with the SEC, and in Steelcase’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and its other filings with the SEC. No Offer or Solicitation This communication is not an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Important Information and Where to Find It In connection with the Transaction, HNI has filed with the SEC a Registration Statement on Form S-4 (SEC File No. 333-290205) to register the shares of HNI common stock to be issued in connection with the Transaction. The Registration Statement includes a preliminary joint proxy statement of HNI and Steelcase that also constitutes a preliminary prospectus of HNI. The registration statement has not been declared effective by the SEC. The definitive joint proxy statement/prospectus will be sent to the shareholders of each of HNI and Steelcase. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT PROXY STATEMENT/PROSPECTUS, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE JOINT PROXY STATEMENT/PROSPECTUS, WHEN THEY BECOME AVAILABLE, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION REGARDING HNI, STEELCASE, THE TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by HNI or Steelcase through the website maintained by the SEC at http://www.sec.gov or from HNI at its website, www.hnicorp.com, or from Steelcase at its website, www.steelcase.com (information included on or accessible through either of HNI’s or Steelcase’s website is not incorporated by reference into this communication). Participants in the Solicitation HNI, Steelcase, their respective directors and certain of their respective executive officers may be deemed to be participants in the solicitation of proxies in connection with the Transaction under the rules of the SEC. The preliminary joint proxy statement/prospectus filed with the SEC as part of the Registration Statement on Form S-4 in connection with the Transaction includes information about the interests of the directors and executive officers of HNI and Steelcase and other persons who may be deemed to be participants in the solicitation of proxies in connection with the Transaction and a description of their direct and indirect interests, by security holdings or otherwise. Information about the directors and executive officers of HNI and their ownership of HNI common stock is set forth in the definitive proxy statement for HNI’s 2025 Annual Meeting of Shareholders, filed with the SEC on March 11, 2025; in Table I (Information about our Executive Officers) at the end of Part I of HNI’s Annual Report on Form 10-K for the fiscal year ended December 28, 2024, filed with the SEC on February 25, 2025; in HNI’s Current Report on Form 8-K filed with the SEC on June 20, 2025; in the Form 3 and Form 4 statements of beneficial ownership and statements of changes in beneficial ownership filed with the SEC by HNI’s directors and executive officers; and in other documents filed by HNI with the SEC. Information about the directors and executive officers of Steelcase and their ownership of Steelcase common stock can be found in Steelcase’s definitive proxy statement in connection with its 2025 Annual Meeting of Shareholders, filed with the SEC on May 28, 2025; under the heading “Supplementary Item. Information About Our Executive Officers” in Steelcase’s Annual Report on Form 10-K for the fiscal year ended February 28, 2025, filed with the SEC on April 18, 2025; in Steelcase’s Amendment No. 1 to Current Report on Form 8-K/A filed with the SEC on July 11, 2025; in the Form 3 and Form 4 statements of beneficial ownership and statements of changes in beneficial ownership filed with the SEC by Steelcase’s directors and executive officers; and in other documents filed by Steelcase with the SEC. Free copies of the documents referenced in this paragraph may be obtained as described above under the heading “Important Information and Where to Find It.”