Form 4: MillerKnoll General Counsel Converts Equity Awards, Withholds Shares for Tax

MillerKnoll's General Counsel, Jacqueline Hourigan Rice, converted restricted stock units into common stock and disposed of shares to cover tax obligations.

Summary

• Jacqueline Hourigan Rice, General Counsel and Corporate Secretary of MillerKnoll, Inc. (MLKN), reported transactions on July 22, 2025.
• Acquired 27,367 shares of common stock and 4,651 shares of common stock upon the conversion of restricted stock units.
• Disposed of 12,383.611 shares and 2,104.518 shares of common stock at a price of $19.5 per share to satisfy tax withholding obligations related to the vesting of equity awards.
• Following these transactions, direct beneficial ownership of common stock is 46,350.1981 shares.
• Remaining beneficial ownership of restricted stock units is 47,048 units.
• The acquired common stock includes dividend equivalent units reinvested in RSUs and shares purchased through the Employee Stock Purchase Plan.
• 27,367 restricted stock units were granted as an election to receive the fiscal 2024 annual incentive bonus in RSUs, which will cliff vest on July 22, 2025.
• 4,651 restricted stock units are subject to a three-year vesting schedule, with tranches vesting on July 22nd of each respective year.

Sentiment

Score: 6

Explanation: The filing indicates routine executive compensation vesting and tax-related share dispositions, which is a neutral event. The executive's election to receive a bonus in RSUs shows some positive alignment.

Positives

• Conversion of restricted stock units into common stock indicates the vesting of previously granted equity awards, aligning executive interests with shareholders.
• The executive elected to receive a fiscal 2024 annual incentive bonus in RSUs, demonstrating confidence in the company's long-term performance.

Negatives

• Disposition of shares for tax withholding purposes reduces the executive's direct common stock holdings, though this is a standard practice for equity compensation.

Future Outlook

No forward-looking statements or guidance provided beyond the vesting schedule of restricted stock units.

Industry Context

This filing is a routine disclosure of executive equity compensation vesting and tax-related share dispositions. It does not provide broader industry context.

Related Party Transactions

• Conversion of restricted stock units into common stock for an executive.
• Disposition of common stock by an executive to cover tax liabilities.

Stakeholder Impact

• Shareholders: The vesting and conversion of RSUs increase the number of outstanding shares, potentially leading to minor dilution, but also aligns executive incentives with shareholder value. The disposition for tax purposes is a standard event.
• Employees: The filing highlights the company's equity compensation program, which can be a positive for employee retention and motivation.

Next Steps

• Continued vesting of the remaining 47,048 restricted stock units according to their three-year schedule, with tranches vesting on July 22nd of each respective year.

Key Dates

Recommendation

This Form 4 filing details routine executive equity compensation transactions, specifically the vesting and conversion of restricted stock units and the subsequent withholding of shares for tax purposes. These are standard events and do not indicate any fundamental change in the company's operations, financial health, or strategic direction. Therefore, the filing itself does not provide a basis for a change in investment recommendation; a 'hold' stance is appropriate as it reflects no new material information that would alter the investment thesis.

Keywords

MillerKnoll, MLKN, SEC Form 4, Insider Trading, Equity Compensation, Restricted Stock Units, Common Stock, Executive Compensation, Jacqueline Hourigan Rice, Corporate Governance