A Director of HNI Corporation who satisfies the independence criteria set forth in New York Stock Exchange Rule 303A.02(b)(i) through (v) will be presumed to have no material relationship to HNI.

In addition, the following relationships will not, in and of themselves, be considered material relationships, unless otherwise expressly provided for with respect to a particular interest or relationship in the rules established by the New York Stock Exchange ("NYSE"):

• Contributions or payments (including the provision of goods and services) by HNI to a charitable organization (including a foundation), a university or other not-for-profit organization in which a Director or a Director's immediate family member is a director, trustee, officer or employee, unless the contribution or payment (excluding matching gifts): (i) was made to an entity for which the Director or the Director's spouse currently serves as a director, trustee or officer and he or she served in such position at the time of the contribution or payment; (ii) was made within the three fiscal years preceding the date of any determination; and (iii) was in an amount exceeding the greater of $1,000,000 or 2 percent of the charitable organization's aggregate annual charitable receipts during the organization's last completed fiscal year prior to the date of the contribution or payment.
• Other business relationships between a Director or a Director's immediate family member and HNI, such as purchase by HNI of products or services, including consulting, legal or financial advisory services, unless: (i) the Director or the Director's spouse is a partner, officer or 10% owner of a company or firm providing such products or services, and he or she held such position at any time within the 12 months preceding the date of any determination; (ii) the products or services were provided within the three fiscal years preceding the date of any determination; and (iii) the products or services were provided during any 12-month period were in an aggregate amount exceeding the greater of $1,000,000 or 1 percent of such company's or firm's consolidated gross revenues for its last completed fiscal year. This does not include business relationships with HNI's internal or external auditors, which are covered by the criteria set forth above and rules established by the NYSE.

As used in these Standards, "HNI" shall mean HNI Corporation and its direct and indirect subsidiaries, "immediate family member" shall have the meaning set forth in the NYSE independence rules, as may be amended from time to time, and "10% owners" means stockholders who directly or indirectly have a 10% or greater equity or voting interest in an entity.