These Policy Perspectives describe the intent behind our company's operating policies. Though the operating policies are more detailed and may change over time, the Policy Perspectives provide a more enduring description of the boundaries for corporate behavior.

Board Member Policy Perspective
To meet the needs of our company in a rapidly changing environment, Herman Miller requires a high-performance Board whose members subscribe to our values and meet the specific resource needs of the business. As an appropriate check and balance to the Leadership Team, employees other than the CEO and President will not normally be a member of the Board. Any employee who becomes a member of the Board, including the CEO or President, will resign from the Board upon termination of employment. However, the employee may be invited to serve the remainder of his or her term and be nominated for additional terms at the discretion of the Board.

Board members will be elected for staggered three-year terms. A Director who turns 72 years of age during a term will retire at the annual meeting following his or her 72nd birthday. Election to the Board does not confer the right to continued nomination or re-election until retirement age. The Board, like the company it serves, intends to be a learning body and is dedicated to the principle of renewal to ensure the balance it needs to serve the company well.

The Nominating and Governance Committee in conjunction with the CEO will conduct annual performance evaluations of the overall Board and those Directors standing for re-election. More comprehensive reviews will be given to members approaching re-election.

Individual reviews will include an evaluation of performance as well as how well the member's experiences and skills meet the particular resource needs of the business.

Corporate Giving Policy Perspective
Corporate Giving is deeply rooted in our history and grounded in the belief that we exist for a much higher purpose and we have a responsibility to humanity. The emphasis of our giving is to support organizations and initiatives focused on solving problems in four key areas. Our corporate giving focuses on youth and children, employee engagement, and strengthening communities. We strive to unlock the potential that exists in all of us to create a better world. Our corporate gift categories are Education, Essential Human Needs, Environment and Design/Arts/Culture.

Our corporate giving is not done for recognition or for commercial gain, but because it is the right thing to do. We believe Herman Miller must be a force for good and have a conscience that goes well beyond the bottom line.

Financial Policy Perspective
Our financial policies are designed to ensure that our financial information is relevant, accurate, timely, consistent, and of high quality.

The Audit Committee will ensure that all necessary internal controls are in place and complied with, using both internal and external auditors for these purposes. The internal auditors will have a direct relationship with the Audit Committee.

The principles of Economic Value Added (EVA) will be applied when making key financial and strategic decisions that affect our future growth and profitability.

External financial reports will comply with U.S. generally accepted accounting principles and the additional requirements of the Securities and Exchange Commission, NASDAQ, and the IRS. If there are foreign statutory reporting or tax requirements that are applicable to external financial reports, such reports will comply with those as well. Quarterly and annual financial reports will be filed with the SEC as required and distributed to stockholders on a timely basis.

Compensation Policy Perspective
We value equity and fairness in our compensation structure. Our compensation programs will reinforce the implementation of our strategy and our values. They will be flexible and adaptable to new business realities.

Base pay and benefits will be competitive as determined by the marketplace. Incentive pay will be defined by the market, related to the overall performance of the business, and managed within a finite range. We recognize that executives bear a greater responsibility for the direction and ultimate success of the company. Therefore, executives should have a higher percentage of their total compensation at risk.

Ownership is an important component of our compensation philosophy. We believe that all employees should continue to share in the success of the business and that owners will make the best decisions for the long-term health of the business. We will, of course, comply with all applicable laws and regulations in the design and administration of our compensation programs.

Environmental Policy Perspective
We believe the environment is a cause every corporation should put high on its agenda. Renewing our commitment to the environment has led us to a strategy called Earthright. It has three guiding principles: positively transparent, living things, and greener together. We are committed to be:

  • Resource Smart by preventing pollution, eliminating all forms of waste, and using all resources efficiently.
  • Eco-inspired by advocating for more sustainable products with safer material chemistry.
  • Community Driven by sharing best practices with all stakeholders and going beyond compliance with regulations and other requirements.

Corporate Code of Conduct

Board Policy Perspectives

These Policy Perspectives describe the intent behind our company's operating policies. Though the operating policies are more detailed and may change over time, the Policy Perspectives provide a more enduring description of the boundaries for corporate behavior.

Board Member Policy Perspective
To meet the needs of our company in a rapidly changing environment, Herman Miller requires a high-performance Board whose members subscribe to our values and meet the specific resource needs of the business. As an appropriate check and balance to the Leadership Team, employees other than the CEO and President will not normally be a member of the Board. Any employee who becomes a member of the Board, including the CEO or President, will resign from the Board upon termination of employment. However, the employee may be invited to serve the remainder of his or her term and be nominated for additional terms at the discretion of the Board.

Board members will be elected for staggered three-year terms. A Director who turns 72 years of age during a term will retire at the annual meeting following his or her 72nd birthday. Election to the Board does not confer the right to continued nomination or re-election until retirement age. The Board, like the company it serves, intends to be a learning body and is dedicated to the principle of renewal to ensure the balance it needs to serve the company well.

The Nominating and Governance Committee in conjunction with the CEO will conduct annual performance evaluations of the overall Board and those Directors standing for re-election. More comprehensive reviews will be given to members approaching re-election.

Individual reviews will include an evaluation of performance as well as how well the member's experiences and skills meet the particular resource needs of the business.

Corporate Giving Policy Perspective
Corporate Giving is deeply rooted in our history and grounded in the belief that we exist for a much higher purpose and we have a responsibility to humanity. The emphasis of our giving is to support organizations and initiatives focused on solving problems in four key areas. Our corporate giving focuses on youth and children, employee engagement, and strengthening communities. We strive to unlock the potential that exists in all of us to create a better world. Our corporate gift categories are Education, Essential Human Needs, Environment and Design/Arts/Culture.

Our corporate giving is not done for recognition or for commercial gain, but because it is the right thing to do. We believe Herman Miller must be a force for good and have a conscience that goes well beyond the bottom line.

Financial Policy Perspective
Our financial policies are designed to ensure that our financial information is relevant, accurate, timely, consistent, and of high quality.

The Audit Committee will ensure that all necessary internal controls are in place and complied with, using both internal and external auditors for these purposes. The internal auditors will have a direct relationship with the Audit Committee.

The principles of Economic Value Added (EVA) will be applied when making key financial and strategic decisions that affect our future growth and profitability.

External financial reports will comply with U.S. generally accepted accounting principles and the additional requirements of the Securities and Exchange Commission, NASDAQ, and the IRS. If there are foreign statutory reporting or tax requirements that are applicable to external financial reports, such reports will comply with those as well. Quarterly and annual financial reports will be filed with the SEC as required and distributed to stockholders on a timely basis.

Compensation Policy Perspective
We value equity and fairness in our compensation structure. Our compensation programs will reinforce the implementation of our strategy and our values. They will be flexible and adaptable to new business realities.

Base pay and benefits will be competitive as determined by the marketplace. Incentive pay will be defined by the market, related to the overall performance of the business, and managed within a finite range. We recognize that executives bear a greater responsibility for the direction and ultimate success of the company. Therefore, executives should have a higher percentage of their total compensation at risk.

Ownership is an important component of our compensation philosophy. We believe that all employees should continue to share in the success of the business and that owners will make the best decisions for the long-term health of the business. We will, of course, comply with all applicable laws and regulations in the design and administration of our compensation programs.

Environmental Policy Perspective
We believe the environment is a cause every corporation should put high on its agenda. Renewing our commitment to the environment has led us to a strategy called Earthright. It has three guiding principles: positively transparent, living things, and greener together. We are committed to be:

  • Resource Smart by preventing pollution, eliminating all forms of waste, and using all resources efficiently.
  • Eco-inspired by advocating for more sustainable products with safer material chemistry.
  • Community Driven by sharing best practices with all stakeholders and going beyond compliance with regulations and other requirements.

Corporate Code of Conduct

Board Policy Perspectives

These Policy Perspectives describe the intent behind our company's operating policies. Though the operating policies are more detailed and may change over time, the Policy Perspectives provide a more enduring description of the boundaries for corporate behavior.

Board Member Policy Perspective
To meet the needs of our company in a rapidly changing environment, Herman Miller requires a high-performance Board whose members subscribe to our values and meet the specific resource needs of the business. As an appropriate check and balance to the Leadership Team, employees other than the CEO and President will not normally be a member of the Board. Any employee who becomes a member of the Board, including the CEO or President, will resign from the Board upon termination of employment. However, the employee may be invited to serve the remainder of his or her term and be nominated for additional terms at the discretion of the Board.

Board members will be elected for staggered three-year terms. A Director who turns 72 years of age during a term will retire at the annual meeting following his or her 72nd birthday. Election to the Board does not confer the right to continued nomination or re-election until retirement age. The Board, like the company it serves, intends to be a learning body and is dedicated to the principle of renewal to ensure the balance it needs to serve the company well.

The Nominating and Governance Committee in conjunction with the CEO will conduct annual performance evaluations of the overall Board and those Directors standing for re-election. More comprehensive reviews will be given to members approaching re-election.

Individual reviews will include an evaluation of performance as well as how well the member's experiences and skills meet the particular resource needs of the business.

Corporate Giving Policy Perspective
Corporate Giving is deeply rooted in our history and grounded in the belief that we exist for a much higher purpose and we have a responsibility to humanity. The emphasis of our giving is to support organizations and initiatives focused on solving problems in four key areas. Our corporate giving focuses on youth and children, employee engagement, and strengthening communities. We strive to unlock the potential that exists in all of us to create a better world. Our corporate gift categories are Education, Essential Human Needs, Environment and Design/Arts/Culture.

Our corporate giving is not done for recognition or for commercial gain, but because it is the right thing to do. We believe Herman Miller must be a force for good and have a conscience that goes well beyond the bottom line.

Financial Policy Perspective
Our financial policies are designed to ensure that our financial information is relevant, accurate, timely, consistent, and of high quality.

The Audit Committee will ensure that all necessary internal controls are in place and complied with, using both internal and external auditors for these purposes. The internal auditors will have a direct relationship with the Audit Committee.

The principles of Economic Value Added (EVA) will be applied when making key financial and strategic decisions that affect our future growth and profitability.

External financial reports will comply with U.S. generally accepted accounting principles and the additional requirements of the Securities and Exchange Commission, NASDAQ, and the IRS. If there are foreign statutory reporting or tax requirements that are applicable to external financial reports, such reports will comply with those as well. Quarterly and annual financial reports will be filed with the SEC as required and distributed to stockholders on a timely basis.

Compensation Policy Perspective
We value equity and fairness in our compensation structure. Our compensation programs will reinforce the implementation of our strategy and our values. They will be flexible and adaptable to new business realities.

Base pay and benefits will be competitive as determined by the marketplace. Incentive pay will be defined by the market, related to the overall performance of the business, and managed within a finite range. We recognize that executives bear a greater responsibility for the direction and ultimate success of the company. Therefore, executives should have a higher percentage of their total compensation at risk.

Ownership is an important component of our compensation philosophy. We believe that all employees should continue to share in the success of the business and that owners will make the best decisions for the long-term health of the business. We will, of course, comply with all applicable laws and regulations in the design and administration of our compensation programs.

Environmental Policy Perspective
We believe the environment is a cause every corporation should put high on its agenda. Renewing our commitment to the environment has led us to a strategy called Earthright. It has three guiding principles: positively transparent, living things, and greener together. We are committed to be:

  • Resource Smart by preventing pollution, eliminating all forms of waste, and using all resources efficiently.
  • Eco-inspired by advocating for more sustainable products with safer material chemistry.
  • Community Driven by sharing best practices with all stakeholders and going beyond compliance with regulations and other requirements.

Corporate Code of Conduct