Form 8-K

8-K — MILLERKNOLL, INC.

Accession: 0000066382-26-000057

Filed: 2026-06-03

Period: 2026-05-30

CIK: 0000066382

SIC: 2520 (OFFICE FURNITURE)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — mlkn-20260530.htm (Primary)

EX-99.1 (mk8k_20260603xexhibit991.htm)

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8-K

8-K (Primary)

Filename: mlkn-20260530.htm · Sequence: 1

mlkn-20260530

0000066382false00000663822026-05-302026-05-30

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

May 30, 2026

Date of Report (date of earliest event reported)

__________________________________________

MillerKnoll, Inc.

(Exact Name of Registrant as Specified in Charter)

Michigan

001-15141

38-0837640

(State or Other Jurisdiction of Incorporation)

(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)

Not Applicable

(Former Name or Former Address, If Changed Since Last Report)

__________________________________________

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

Chief Executive Officer Transition

On June 1, 2026, MillerKnoll, Inc. (the “Company”) announced that its Board of Directors (the “Board”) and Andi R. Owen, the Company’s President and Chief Executive Officer, have mutually agreed that Ms. Owen will retire from the Company effective June 30, 2026. Effective May 30, 2026, Ms. Owen resigned as a member of the Board and as an officer of the Company and commenced a leave of absence. In connection with this leadership transition, the Board has appointed Jeff Stutz, the Company’s Chief Operating Officer, to perform the duties of the Chief Executive Officer during Ms. Owen’s leave of absence, effective May 30, 2026. Mr. Stutz will assume the role of Interim Chief Executive Officer effective June 30, 2026.

Prior to his appointment as Interim Chief Executive Officer, Mr. Stutz served as Chief Operating Officer of the Company from September 2025, overseeing the International Contract Business, global manufacturing and distribution operations, and the Company’s Europe-based brands, including HAY, Muuto, Colebrook Bosson Saunders (CBS), and NaughtOne. Previously, Mr. Stutz served as the Company's Chief Financial Officer, a position he assumed in 2015, managing all aspects of global financial operations for the Company for over ten years. Mr. Stutz joined Herman Miller in 2001 as Manager of Consolidations and External Reporting. In subsequent years, he served in a range of finance leadership positions, including Vice President of Investor Relations, Corporate Treasurer, and Chief Accounting Officer. Mr. Stutz also served as President of the Geiger and DatesWeiser furniture brands. Mr. Stutz holds a B.A. in Accounting from Michigan State University, and an MBA from Grand Valley State University.

Also on June 1, 2026, the Company announced that, effective as of May 30, 2026, the Board decreased the size of the Board from eleven to ten directors.

Letter Agreement with Ms. Owen

In connection with Ms. Owen’s transition, the Company and Ms. Owen entered into a letter agreement, dated May 31, 2026. The letter agreement provides that, in exchange for a mutual release of claims and in light of Ms. Owen’s retirement eligibility under the Company’s equity arrangements, Ms. Owen will, upon her separation from the Company, be entitled, under the terms of her existing compensation arrangements, to (i) severance payments and benefits under her previously filed offer letter (consisting of 18 months of base salary and up to 18 months of Company‑subsidized health benefits) and (ii) retirement treatment for her outstanding equity awards, as described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on August 29, 2025. The letter agreement also includes a mutual release of claims.

Offer Letter with Mr. Stutz

In connection with Mr. Stutz’s immediate assumption of the duties of the Chief Executive Officer and his appointment, as Interim Chief Executive Officer effective June 30, 2026, the Company entered into an offer letter with Mr. Stutz, dated June 1, 2026, which sets forth the material terms of his employment and compensation during the period he serves in such capacity. Pursuant to the offer letter, Mr. Stutz will receive an annual base salary of $900,000 and will also be eligible to participate in the Company’s annual bonus plan and annual equity incentive program, with target opportunities equal to 125% and 325% of his base salary, respectively.

The offer letter further provides that Mr. Stutz will participate in the Company’s Salary Continuation Plan, which currently provides for 18 months of base salary and up to 18 months of Company-subsidized health benefits upon a qualifying termination, subject to the execution of a mutual release of claims.

There are no arrangements or understandings between Mr. Stutz and any other persons pursuant to which Mr. Stutz was selected as Interim Chief Executive Officer, and there are no transactions between Mr. Stutz and the Company that would be reportable under Item 404(a) of Regulation S-K. Mr. Stutz has entered into the Company’s standard form of indemnification agreement, a copy of which is filed as Exhibit 10.18 to the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on July 26, 2022.

Item 7.01 Regulation FD Disclosure

A copy of the press release issued by the Company on June 1, 2026 regarding the executive transition and director appointments is furnished as Exhibit 99.1 to Current Report on Form 8-K.

This information shall not be deemed “filed” for purposes of Section 18 of the U.S. Securities Exchange Act of 1934 (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No. Description

99.1

Press Release, dated as of June 1, 2026.

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: June 3, 2026 MillerKnoll, Inc.

By: /s/ Kevin J. Veltman

Kevin J. Veltman

Chief Financial Officer

EX-99.1

Filename: mk8k_20260603xexhibit991.htm · Sequence: 2

Document

MillerKnoll Announces Leadership Transition

Andi Owen to Retire as President and Chief Executive Officer

Jeff Stutz to Become Interim Chief Executive Officer

Company Reiterates Fiscal 2026 Fourth Quarter Outlook

ZEELAND, Mich., June 1, 2026 -- MillerKnoll, Inc. (“MillerKnoll” or the “Company”) (NASDAQ: MLKN), a growth-oriented small-cap value company in the industrial and consumer sectors, announced today President and Chief Executive Officer Andi Owen will retire on June 30, 2026, as mutually agreed with the Board. Ms. Owen has resigned from the Board and has begun a leave of absence from the Company, effective immediately. Jeff Stutz, the Company’s Chief Operating Officer, will perform the duties of the Chief Executive Officer during Ms. Owen’s leave of absence and will become Interim Chief Executive Officer of the Company on June 30, 2026.

The MillerKnoll Board will conduct a comprehensive search process, including internal and external candidates, with the assistance of a leading executive search firm, to identify the Company’s next CEO.

“Jeff is an accomplished executive and tenured Company veteran who has served in multiple senior leadership positions at MillerKnoll and brings extensive knowledge and insights from his more than 25 years in the industry,” said John R. Hoke III, Chairman of the Board. “The Board appreciates Jeff stepping into the CEO role on an interim basis, and we are confident that MillerKnoll is well positioned to continue driving long-term value for customers and shareholders under his leadership.

On behalf of the Board, I also want to thank Andi for her leadership, dedication, and many contributions to MillerKnoll. During her tenure, Andi led the Company through a period of significant transformation while continuing to strengthen our position as a global design leader. This decision reflects Andi’s desire to devote greater attention to important family matters while ensuring an orderly leadership transition for the Company. We are grateful for her experience, service, and commitment to our associates, customers, and shareholders, and we wish her well.”

“During my years at MillerKnoll and before that, Herman Miller, I have developed both an affinity for and admiration of our iconic brands, deep customer and dealer relationships, and ability to consistently innovate and expand our market opportunities,” said Mr. Stutz. “I will work closely with MillerKnoll’s Board and our leadership team to drive results across our collective of brands. Looking ahead, I remain focused on ensuring the disciplined execution of our strategic priorities and maintaining the momentum underway at MillerKnoll.”

“It has been an honor to serve as CEO and to work alongside the extraordinary associates who have made MillerKnoll the company it is today,” said Ms. Owen. “I am deeply proud of what we have built together and grateful for the creativity, resilience, and commitment of this team. I have worked with Jeff for many years across our Company, and I have great confidence in his leadership as MillerKnoll enters its next chapter of growth and value creation.”

Reiterates Fiscal 2026 Fourth Quarter Outlook

MillerKnoll expects its fiscal 2026 fourth quarter results to be in line with the guidance previously announced on March 25, 2026.

The Company will provide further information when it releases its fiscal 2026 fourth quarter and full year results on Wednesday, June 24, 2026.

About Jeff Stutz

Mr. Stutz has served as Chief Operating Officer since September 2025, overseeing the Company’s International Contract segment and global manufacturing operations, as well as its Europe-based brands including HAY, Muuto, Colebrook Bosson Saunders (CBS), and NaughtOne. Before serving as COO, Mr. Stutz was the Company’s Chief Financial Officer for over 10 years, during which he managed all aspects of MillerKnoll’s global financial operations and played a key role helping navigate the Company through periods of both macro-economic challenges and opportunistic growth.

Mr. Stutz joined Herman Miller in 2001 and before serving as CFO and COO, he held a range of finance leadership positions, including Vice President of Investor Relations, Corporate Treasurer, and Chief Accounting Officer.

He holds a B.A. in Accounting from Michigan State University, and an MBA from Grand Valley State University.

Forward-Looking Statements

This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include those relating to future events, anticipated results of operations, our expectations regarding future market conditions, our business strategies, our assessment of risks we face, and other aspects of our operations or operating results. These forward-looking statements generally can be identified by phrases such as “will,” “expects,” “anticipates,” “foresees,” “forecasts,” “estimates” or other words or phrases of similar import. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on our results of operations or financial condition or the price of our stock. These forward-looking statements involve certain risks and uncertainties, many of which are beyond our control, that could cause actual results to differ materially from those indicated in such forward-looking statements, including, but not limited to:

•The effects of the ongoing conflict and broader geopolitical instability in the Middle East, including with respect to negative impacts on our supply chain, decreased sales within the region or beyond due to supply chain constraints, and broader inflationary and macroeconomic effects;

•Changes to U.S. and international trade policies, including new or increased tariffs and changing import/export regulations, which impact both the cost and availability of materials and components used to manufacture our products as well as demand for our products;

•Challenges in implementing our growth strategy and the possibility that the assumptions on which that strategy was built prove inaccurate;

•Consumer spending levels, which have a significant impact on demand for our products within our Global Retail segment;

•Global and national economic conditions such as heightened inflation, uncertainty regarding future interest rates, foreign currency exchange rate fluctuations, the escalating conflict in the Middle East, the continuation of the Russia-Ukraine war, and potential governmental responses to these events;

•Cybersecurity threats and risks;

•Public health crises, such as pandemics and epidemics, and governmental policies and actions to protect the health and safety of individuals or to maintain the functioning of national or global economies;

•Risks related to the additional debt incurred in connection with our acquisition of Knoll, including increased interest expense, our ability to comply with our debt covenants and obligations, and limitations on certain business activities imposed by our credit agreement;

•Availability and pricing of raw materials;

•Financial strength of our dealers and customers;

•Pace and level of government procurement; and

•Outcome of pending litigation or governmental audits or investigations.

For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to MillerKnoll’s periodic reports and other filings with the SEC, including the risk factors identified in our most recent Quarterly Reports on Form 10-Q and Annual Report on Form 10-K for the year ended May 31, 2025. The forward-looking statements included in this report are made only as of the date hereof. MillerKnoll does not undertake any obligation to update any forward-looking statements to reflect subsequent events or circumstances, except as required by law.

About MillerKnoll

MillerKnoll is a global collective of design brands built on the foundation of two icons of modernism: Herman Miller and Knoll. The portfolio also includes furniture and accessories for commercial and residential spaces from Colebrook Bosson Saunders, DatesWeiser, DWR (Design Within Reach), Edelman, Geiger, HAY, HOLLY HUNT, Knoll Textiles, Maharam, Muuto, NaughtOne, and Spinneybeck | FilzFelt. Guided by a shared purpose—design for the good of humankind—MillerKnoll generates insights, pioneers innovations, and champions ideas to better align spaces with how people live, work, and gather. In fiscal year 2025, the company generated net sales of $3.7 billion. For more information, visit millerknoll.com.

For further information: Investors: investor@millerknoll.com; Media: media_relations@millerknoll.com

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