8-K 1 k2767377.txt CURRENT REPORT ON FORM 8-K 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) February 9, 2005 Knoll, Inc. (Exact name of registrant as specified in its charter) Delaware 001-12907 13-3873847 ---------------------------- ---------------- ------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 1235 Water Street, East Greenville, Pennsylvania 18041 ------------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (215) 679-7991 -------------- 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)) Item 2.02. Results of Operations and Financial Condition. --------------------------------------------- On February 9, 2005, Knoll, Inc. (the "Company") issued a press release reporting its financial results for the three- and twelve-month periods ended December 31, 2004 (the "Earnings Release"). The press release has been filed as an exhibit to this Current Report on Form 8-K, attached hereto as Exhibit 99.1. The attached Earnings Release shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing. Item 9.01. Financial Statements and Exhibits. --------------------------------- (c) Exhibit 99.1 -- Press Release, dated February 9, 2005. This exhibit is furnished pursuant to Item 2.02 and shall not be deemed to be "filed." -2- 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 hereunto duly authorized. Knoll Inc. Dated: February 9, 2005 By: /s/ Barry L. McCabe ------------------------------ Name: Barry L. McCabe Title: Senior Vice President and Chief Financial Officer -3- EXHIBIT INDEX Exhibit Description ----------- -------------------------------------------------------------------- 99.1 Press Release, dated February 9, 2005.