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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 5, 2020

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
 
PA
 
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol
 
Name of exchange on which registered
Common Stock, par value $0.01 per share
 
KNL
 
New York Stock Exchange

 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") 2020 annual meeting of stockholders, which took place on May 5, 2020:
 Proposal One - To elect three directors named in the proxy statement for a term ending at the Company’s 2023 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
Andrew B. Cogan
 
41.617.845
 
2,851,019
 
2,480,430
Stephen F. Fisher
 
41,283,953
 
3,184,911
 
2,480,430
Sarah E. Nash
 
42,870,524
 
1,598,340
 
2,480,430
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, 2020.  The proposal was approved by the votes indicated below:
Votes For
 
45,728,006

Votes Against
 
945,467

Abstain
 
275,821

Broker Non-Votes
 

Proposal Three - To approve, on an advisory basis, the Company’s 2019 executive compensation. The proposal was approved by the votes indicated below:
Votes For
 
42,664,251

Votes Against
 
1,531,916

Abstain
 
272,697

Broker Non-Votes
 
2,480,430

Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No.
 
Description
EX 104
 
Cover Page Interactive Data File (formatted as Inline XBRL)





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 8, 2020
 
 
 
By:
/s/ Michael A. Pollner
 
 
Michael A. Pollner
 
 
Senior Vice President, Chief Administrative Officer, General Counsel and Secretary