Attached files
| file | filename |
|---|---|
| EX-31.B - EXHIBIT 31.B - HERMAN MILLER INC | exhibit31b_06032017.htm |
| EX-31.A - EXHIBIT 31.A - HERMAN MILLER INC | exhibit31a_06032017.htm |
| EX-23.A - EXHIBIT 23.A - HERMAN MILLER INC | exhibit23a_06032017.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K/A
[ X ] | ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
[__] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For Fiscal Year Ended June 3, 2017 | Commission File No. 001-15141 |
Herman Miller, Inc.
(Exact name of registrant as specified in its charter)
Michigan | 38-0837640 | |||
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||
855 East Main Avenue | ||||
PO Box 302 | ||||
Zeeland, Michigan | 49464-0302 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant's telephone number, including area code: (616) 654 3000 | |
Securities registered pursuant to Section 12(b) of the Act: None | |
Securities registered pursuant to Section 12(g) of the Act: | Common Stock, $.20 Par Value (Title of Class) |
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. | |
Yes [ X ] No [__] | |
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. | |
Yes [__] No [ X ] | |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. | |
Yes [ X ] No [__] | |
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). | |
Yes [ X ] No [__] | |
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ X ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” "accelerated filer," "smaller reporting company," and “emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ X ] Accelerated filer [__] Non-accelerated filer [__] Smaller reporting company [__] 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 [__]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). | |
Yes [__] No [ X ] | |
The aggregate market value of the voting stock held by “nonaffiliates” of the registrant (for this purpose only, the affiliates of the registrant have been assumed to be the executive officers and directors of the registrant and their associates) as of December 3, 2016, was $1,932,194,648 (based on $32.65 per share which was the closing sale price as reported by NASDAQ).
The number of shares outstanding of the registrant's common stock, as of July 27, 2017: Common stock, $.20 par value - 59,848,326 shares outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Certain portions of the Registrant's Proxy Statement for the Annual Meeting of Stockholders to be held on October 9, 2017, are incorporated into Part III of this report.
EXPLANATORY NOTE
This amendment to the Herman Miller, Inc. Annual Report on Form 10-K for the fiscal year ended June 3, 2017, originally filed with the SEC on August 1, 2017 (the "Original Filing"), is being filed to include a corrected copy of Exhibit 23(a), Consent of Independent Registered Public Accounting Firm. The Consent of Independent Registered Public Accounting Firm filed with the Original Filing inadvertently contained a typographical error such that the consent as filed did not conform to the consent provided by the auditors, whereby the auditors' signature was excluded. No revisions have been made to the reports to which the consent relates, to the Herman Miller, Inc. financial statements, or to any other disclosures contained in the Original Filing.
SIGNATURE
Pursuant to the requirements of of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: | August 2, 2017 | HERMAN MILLER, INC. | ||
(Registrant) | ||||
By: | /s/ Jeffrey M. Stutz Jeffrey M. Stutz | |||
Chief Financial Officer (Principal Accounting Officer and Duly Authorized Signatory for Registrant) | ||||
Index of Exhibits
The following exhibits are filed as part of this Annual Report on Form 10-K/A for the fiscal year ended June 3, 2017.
Exhibit No. Description
23(a) Consent of Independent Registered Public Accounting Firm
31(a) Certificate of the Chief Executive Officer of Herman Miller, Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31(b) Certificate of the Chief Financial Officer of Herman Miller, Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of 2002