MillerKnoll (MLKN) Proxy filing summary

Executive summary

• Fiscal 2026 saw a 4.7% increase in net sales, with strong performance in North America Contract and Global Retail segments, and continued investment in global showrooms and retail expansion.

• Operating earnings rose to $198.3 million, with a 5.2% margin, and diluted EPS improved to $1.32 from a prior year loss.

• Leadership transitioned with the retirement of the CEO and appointment of an Interim CEO, emphasizing operational discipline and balance sheet strength.

• Sustainability initiatives advanced, including renewable energy operations and expanded circularity, earning external recognition for climate leadership and innovation.

Voting matters and shareholder proposals

• Shareholders will vote to elect three directors for three-year terms, approve executive compensation on an advisory basis, ratify KPMG LLP as the independent auditor for fiscal 2027, and approve the 2026 Long-Term Incentive Plan.

• The Board recommends a vote FOR all proposals.

• No shareholder proposals were submitted for the 2026 meeting.

Board of directors and corporate governance

• The Board consists of 10 independent directors, with an average tenure of 8.9 years, and is divided into three classes.

• Board committees include Audit, Compensation, and Governance and Corporate Responsibility, each composed entirely of independent directors.

• Governance guidelines require director independence, regular executive sessions, and a separation of CEO and Chair roles.

• Directors are subject to stock ownership guidelines and a retirement policy at age 75.