Prepared By R.R. Donnelley Financial -- 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): 05/31/2006

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))

Information to be included in the report

Item 7.01. Regulation FD Disclosure

On May 31, 2006, Knoll, Inc. (the "Company") issued a press release announcing that the Company's Chief Financial Officer, Barry L. McCabe, adopted a trading plan pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

On June 1, 2006, the Company issued a press release announcing that it adopted a trading plan pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934. A copy of the press release is attached as Exhibit 99.2 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit 99.1 - Press Release, dated May 31, 2006, regarding 10b5-1 plan of Barry L. McCabe.

Exhibit 99.2 - Press Release, dated June 1, 2006, regarding 10b5-1 plan of Knoll, Inc.

The information in this report and the attached press releases 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 such information be deemed incorporated by reference in any filing under the Securiteis Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Signature(s)

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: June 01, 2006	By:	/s/ Patrick A. Milberger
		Patrick A. Milberger
		Senior Vice President and General Counsel

Exhibit Index

Exhibit No.		Description
EX-99.1		Press Release
EX-99.2		Press Release

EX-99.1 2 rrd120207_13861.htm PRESS RELEASE KNOLL

KNOLL

Knoll Executive Establishes 10b5-1 Plan

EAST GREENVILLE, Pa--May 31, 2006--Knoll, Inc. (NYSE:KNL) announced today that Barry L. McCabe, Senior Vice President and Chief Financial Officer, has adopted a trading plan pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934 and as permitted by the Company's policies regarding insider trading. The plan provides for the exercise of up to 80,322 options and the sale of the shares received from such exercise, which represent a portion of Mr. McCabe's holdings. The sales will be subject to certain limitations and market price thresholds set forth in the plan. The plan terminates once the share limit is reached or December 31, 2006.

Rule10b5-1 allows for sales by insiders made pursuant to a preexisting plan adopted at times when they are not in possession of material non-public information.

Headquartered in East Greenville, Pennsylvania, Knoll, a leading designer and manufacturer of branded office furniture products and textiles, serves clients worldwide. Our commitment to innovation and modern design has yielded a comprehensive portfolio of products designed to provide enduring value and help clients shape their workplaces with imagination and vision. The Knoll commitment to high environmental standards is mandated by a comprehensive Environmental, Health & Safety Management Plan.

SOURCE Knoll, Inc.

CONTACT: Investors: Barry L. McCabe, Senior Vice President and Chief Financial Officer of Knoll, Inc., +1-215-679-1301, or bmccabe@knoll.com , or Media: David E. Bright, Vice President, Communications of Knoll, Inc., +1-212-343-4135, or dbright@knoll.com

EX-99.2 3 rrd120207_13862.htm PRESS RELEASE Knoll Announces 10b5-1 Plan KNOLL

Knoll Announces 10b5-1 Plan

EAST GREENVILLE, PA -- June 1, 2006--Knoll, Inc. (NYSE:KNL) announced today that it adopted a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934 on May 31, 2006 (the "Company 10b5-1 Plan") to facilitate repurchases during the months of June and July 2006 under its $50,000,000 share repurchase plan announced in February 2006 (the "Share Repurchase Plan"). Under the Company 10b5-1 Plan, Bank of America Securities LLC will have the authority to repurchase up to an aggregate of $10,000,000 worth of Knoll common stock on behalf of the Company during June and July of 2006. The Company 10b5-1 Plan does not require that any shares be purchased, and there can be no assurance that any shares will be purchased. Purchases may be made under the Company 10b5-1 Plan beginning June 1, 2006. The Share Repurchase Plan will continue to be in effect following the expiration of the Company 10b5-1 Plan, which expires on the earlier of July 28, 2006 or the date on which purchase s are completed.

As of May 31, 2006, the Company has repurchased 167,500 shares for $3,279,381 under the Share Repurchase Plan.

A 10b5-1 plan allows the Company to repurchase shares at times when it would ordinarily not be in the market because of the Company's trading policies or the possession of material non-public information.

Certain statements in this press release may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created thereby. Please refer to our public filings for a discussion of certain important factors that relate to forward-looking statements contained in this press release. The words "believe," "expect," "anticipate," "estimate," "guidance," "target" and similar expressions identify forward-looking statements. Although the company believes that the expectations reflected in its forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct.

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