0001011570-19-000018.txt : 20190510 0001011570-19-000018.hdr.sgml : 20190510 20190510144135 ACCESSION NUMBER: 0001011570-19-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190507 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190510 DATE AS OF CHANGE: 20190510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KNOLL INC CENTRAL INDEX KEY: 0001011570 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 133873847 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12907 FILM NUMBER: 19814339 BUSINESS ADDRESS: STREET 1: 1235 WATER ST CITY: EAST GREENVILLE STATE: PA ZIP: 18041 BUSINESS PHONE: 2156797991 MAIL ADDRESS: STREET 1: 1235 WATER STREET CITY: EAST GREENVILLE STATE: PA ZIP: 18041 8-K 1 a8kannualmeetingandvotes.htm 8-K Document




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):  May 7, 2019

Knoll, Inc.
(Exact name of registrant as specified in its charter)

Commission File Number:  001-12907

 
 
 
 
Delaware
 
13-3873847
(State or other jurisdiction of
 
(IRS Employer
incorporation)
 
Identification No.)

1235 Water Street, East Greenville, Pennsylvania 18041
(Address of principal executive offices, including zip code)

(215) 679-7991
(Registrant’s telephone number, including area code)

(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))

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.07. Submission of Matters to a Vote of Security Holders
The following matters were voted on at the Knoll, Inc. (the "Company") 2019 annual meeting of stockholders, which took place on May 7, 2019:
 Proposal One - To elect three directors named in the proxy statement for a term ending at the Company’s 2022 annual meeting of stockholders. The following nominees were elected to the Board of Directors by the votes indicated below:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Votes For
 
Total Votes Withheld
 
Broker Non-Votes
 
 
 
 
 
 
 
 
 
Jeffrey A. Harris
 
42,621,024

 
 
1,094,020

 
 
2,787,224

 
 
Ronald R. Kass
 
43,270,423

 
 
444,621

 
 
2,787,224

 
 
John F. Maypole
 
40,508,992

 
 
3,206,052

 
 
2,787,224

 
 

Proposal Two - To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.  The proposal was approved by the votes indicated below:
 
 
 
 
 
Votes For
 
45,976,484

 
 
 
 
 
Votes Against
 
484,969

 
 
 
 
 
Abstain
 
40,815

 
 
 
 
 
Broker Non-Votes
 
0

 

Proposal Three - To approve, on an advisory basis, the Company’s 2018 executive compensation. The proposal was approved by the votes indicated below:

 
 
 
 
 
Votes For
 
41,457,289

 
 
 
 
 
Votes Against
 
2,212,654

 
 
 
 
 
Abstain
 
45,101

 
 
 
 
 
Broker Non-Votes
 
2,787,224

 





SIGNATURES
 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.
 
 
 
Date: May 10, 2019
 
 
 
By:
/s/ Michael A. Pollner
 
 
Michael A. Pollner
 
 
Senior Vice President, Chief Administrative Officer, General Counsel and Secretary