-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U5xJSt/p+06jQ6cItIPLiJC5UTJ1nQk5aJK8wbhlcibIj+weC1uqn3BEM3e1TI8j O8xWzuN6OzSTYr9fid1eZg== 0001181431-07-015948.txt : 20070301 0001181431-07-015948.hdr.sgml : 20070301 20070301172552 ACCESSION NUMBER: 0001181431-07-015948 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070228 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070301 DATE AS OF CHANGE: 20070301 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: 07664779 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 rrd149327.htm FORM 8-K 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):  02/28/2007
 
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 February 28, 2007, Knoll, Inc. (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 99.1 to this Current Report on Form 8-K.

On February 28, 2007, the Company also 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 99.2 to this Current Report on Form 8-K.

 
 
Item 9.01.    Financial Statements and Exhibits
 
(d) Exhibits

Exhibit 99.1 - Press Release, dated February 28, 2007, regarding 10b5-1 plan of Knoll, Inc.

Exhibit 99.2 - Press Release, dated February 28, 2007, regarding 10b5-1 plan of Barry L. McCabe.

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 Securities 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: March 01, 2007
     
By:
 
/s/    Barry L. McCabe

               
Barry L. McCabe
               
Senior Vice President and Chief Financial Officer
 
 


 

Exhibit Index
 
Exhibit No.

  
Description

EX-99.1
  
Press Release regarding 10b5-1 plan of Knoll, Inc.
EX-99.2
  
Press Release concerning 10b5-1 plan of Barry L. McCabe
EX-99.1 2 rrd149327_18810.htm PRESS RELEASE REGARDING 10B5-1 PLAN OF KNOLL, INC. KNOLL

KNOLL

Knoll Announces 10b5-1 Plan

EAST GREENVILLE, Pa., February 28, 2007 -- Knoll, Inc. (NYSE: KNL) announced today that it adopted a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934 (the "Company 10b5-1 Plan") to facilitate repurchases between March 1, 2007 and April 23, 2007 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 approximately $10.0 million worth of Knoll common stock on behalf of the Company during the period. 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 March 1, 2007. 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 April 23, 2007 or the date on which purchases are completed.

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 we believe that the expectations reflected in these forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.

Headquartered in East Greenville, Pennsylvania, Knoll, founding sponsor of the World Monuments Fund Modernism at Risk program, serves clients worldwide. The Company operates four manufacturing sites in North America: East Greenville, Pennsylvania; Grand Rapids and Muskegon, Michigan; and Toronto, Ontario. In addition, Knoll has plants in Foligno and Graffignana, Italy. The Knoll commitment to high environmental standards is mandated by a comprehensive Environmental, Health & Safety Management Plan.

Investors:

Barry L. McCabe

Senior Vice President and Chief Financial Officer

215 679-1301

bmccabe@knoll.com

Media:

David E. Bright

Vice President, Communications

212 343-4135

dbright@knoll.com

EX-99.2 3 rrd149327_18811.htm PRESS RELEASE CONCERNING 10B5-1 PLAN OF BARRY L. MCCABE KNOLL

KNOLL

 

Knoll Executive Announces 10b5-1 Plan

 

EAST GREENVILLE, Pa., February 28, 2007 -- 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 sale of up to 125,000 shares of Knoll, Inc. common stock, which represents 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 February 8, 2008.

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, founding sponsor of the World Monuments Fund Modernism at Risk program, serves clients worldwide. The Company operates four manufacturing sites in North America: East Greenville, Pennsylvania; Grand Rapids and Muskegon, Michigan; and Toronto, Ontario. In addition, Knoll has plants in Foligno and Graffignana, Italy. The Knoll commitment to high environmental standards is mandated by a comprehensive Environmental, Health & Safety Management Plan.

Investors:

Barry L. McCabe

Senior Vice President and Chief Financial Officer

215 679-1301

bmccabe@knoll.com

Media:

David E. Bright

Vice President, Communications

212 343-4135

dbright@knoll.com

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