Form 4: Steelcase Director Reports Merger-Related Stock Disposition

Steelcase Director Jennifer C. Niemann reported the disposition of all her direct and indirect holdings in Steelcase Class A Common Stock following the company's merger with HNI Corporation.

Summary

• Jennifer C. Niemann, a Director of Steelcase Inc., reported the disposition of all her beneficial ownership in Steelcase Class A Common Stock.
• The transactions occurred on December 10, 2025, pursuant to the Agreement and Plan of Merger dated August 3, 2025, between HNI Corporation and Steelcase Inc.
• Steelcase Inc. became a wholly-owned subsidiary of HNI Corporation on December 10, 2025.
• Ms. Niemann directly disposed of 500,550 shares of Class A Common Stock.
• Indirect dispositions included 3,491 shares held by her spouse, 106,696 shares by trusts where her spouse is trustee, 79,512 shares by trusts where she is trustee, 51,957 shares by a trust where she is co-trustee, 1,459,753 shares by CRASTECOM B Limited Partnership, and 10,000 shares by PILACON Limited Partnership.
• Following these transactions, Ms. Niemann's beneficial ownership of Steelcase Class A Common Stock is 0 shares.
• Each share of Steelcase Class A Common Stock was converted into merger consideration, which included options for mixed election (0.2192 HNI shares + $7.20 cash), cash election ($16.19 cash + 0.0009 HNI shares), or stock election (0.3940 HNI shares).

Sentiment

Score: 5

Explanation: The filing is a factual report of a completed, previously announced corporate transaction (merger) and the resulting mandatory disposition of shares by an insider. It contains no new information that would significantly alter sentiment.

Positives

• The completion of the merger with HNI Corporation provides Steelcase shareholders with defined consideration for their shares.

Negatives

• Steelcase Inc. is no longer an independent publicly traded entity, as it became a wholly-owned subsidiary of HNI Corporation.

Future Outlook

The filing reports on a completed corporate action and does not provide forward-looking statements or guidance regarding future performance.

Industry Context

This filing reflects a consolidation event within the office furniture and furnishings industry, where Steelcase Inc., a prominent player, has been acquired by HNI Corporation, another significant entity in the sector. Such mergers often aim to achieve synergies, expand market share, or streamline operations.

Related Party Transactions

• Jennifer C. Niemann's indirect beneficial ownership included shares held by trusts for the benefit of her family members (where her spouse or she served as trustee/co-trustee) and shares held by CRASTECOM B Limited Partnership and PILACON Limited Partnership, where she is a managing general partner or managing partner. These holdings were part of the merger-related disposition.

Stakeholder Impact

• Shareholders of Steelcase Inc. received merger consideration (cash and/or HNI common stock) in exchange for their shares.
• Employees and customers of Steelcase Inc. are now part of the HNI Corporation structure.

Key Dates

Keywords

Steelcase, HNI Corporation, Merger, Form 4, Beneficial Ownership, Stock Transaction, Director, NYSE: SCS, Corporate Action