About Kimball

Board Stock Ownership Guidelines

The Board has adopted stock ownership guidelines requiring the holding of certain levels of equity interest in the Company by not only executives, but directors as well. These guidelines require that each director, within 5 years of election, own an equity interest in the Company with a value equal to at least three times his or her total annual Board compensation. Annual review of ownership progression is carried out under the direction of the Board.

Restrictions on Hedging and Pledging Shares

Members of the Company’s Board of Directors and the Kimball Operating Performance Team are not permitted to engage in the follow practices related to Company stock owned or controlled by them:

  • Trading in Company stock on a short-term basis – all stock must be held for at least six months;
  • Engaging in short sales;
  • Margin-trading, buying or selling puts or calls;
  • Pledging Company stock as collateral in transactions or otherwise to secure debt(s); or
  • Engaging in hedging or monetization transactions, such as collaring or forward sale contracts.
Related Persons Transaction Policy

Related Persons Transactions, which are limited to those described in this Policy, shall be subject to the review and approval, ratification, modification, or rejection by the Committee and/or the Board in accordance with this Policy, the Business Ethics Policy, or other Company policies, when applicable. This Policy is not intended to supersede or replace any other policy of the Company.

Review of Corporate Governance Principles

These Corporate Governance Principles are subject to modification from time to time by the Board, based upon the recommendations from the Compensation & Governance Committee.


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