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Section 1: 4 (FORM 4)

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Yates Kristin L
  2. Issuer Name and Ticker or Trading Symbol
HNI CORP [HNI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, Allsteel Inc.
(Last)
(First)
(Middle)
600 EAST SECOND STREET
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2019
(Street)

MUSCATINE, IA 52761
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/07/2019   M(1)   2,323 A $ 0 5,312.279 D  
Common Stock 08/07/2019   F(2)   829 D $31.93 4,483.29(3) D  
Common Stock               141.0117 I Profit-Sharing Retirement Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $ 0 (4) 08/07/2019   M(1)     2,323 08/07/2019(5)   (5) Common Stock 2,323 $ 0 2,322 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Yates Kristin L
600 EAST SECOND STREET
MUSCATINE, IA 52761
      President, Allsteel Inc.  

Signatures

 /s/ Julie Abramowski; By Power of Attorney   08/09/2019
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents the conversion upon vesting of Restricted Stock Units into Common Stock. On August 7, 2018, the reporting person was granted 4,645 Restricted Stock Units ("2018 Grant") that were previously reported on Table II of Form 3, which form was filed with the SEC on July 10, 2019.
(2) The reporting person is reporting the withholding by the Issuer of an aggregate of 829 shares of Common Stock that vested on August 7, 2018 pursuant to the 2018 Grant, but that were not issued in order to satisfy the reporting person's tax withholding obligations in connection with the delivery of the converted Common Stock to the reporting person as of August 7, 2019.
(3) The total in column 5 includes reinvested dividends of .012 shares.
(4) Each restricted stock unit represents a contingent right to receive one share of Issuer's Common Stock.
(5) On August 7, 2018, the reporting person was granted 4,645 Restricted Stock Units, vesting in equal installments on each of the first two anniversaries of the grant date of the 2018 Grant. The Common Stock into which such vested Restricted Stock Units converted on August 7, 2019, is reported on Table I of this Form 4. The remaining unvested Restricted Stock Units granted to the reporting person will vest on the second anniversary of the grant date of the 2018 Grant.

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