The following discussion of the Corporation's historical results of operations
and of its liquidity and capital resources should be read in conjunction with
the Unaudited Condensed Consolidated Financial Statements of the Corporation and
related notes. Statements that are not historical are forward-looking and
involve risks and uncertainties. See "Forward-Looking Statements" at the end of
this section for further information.

Overview



The Corporation has two reportable segments: workplace furnishings (formerly
office furniture) and residential building products (formerly hearth products).
In the second quarter of 2020, the Corporation rebranded its reportable
segments, with no impact on the Corporation's condensed consolidated financial
statements or disclosures. The Corporation is a leading global designer and
provider of commercial furnishings, and a leading manufacturer and marketer of
hearth products. The Corporation utilizes a decentralized business model to
deliver value to customers via various brands and selling models. The
Corporation is focused on growing its existing businesses while seeking out and
developing new opportunities for growth.

Consolidated net sales for the third quarter of 2020 were $507.1 million, a
decrease of 18.9 percent compared to net sales of $625.4 million in the
prior-year quarter. The change was due to a 27.1 percent decrease in the
workplace furnishings segment, partially offset by a 9.3 percent increase in the
residential building products segment. The acquisition of residential building
products distributors resulted in a $2.4 million increase compared to the third
quarter of 2019.

Net income attributable to the Corporation in the third quarter of 2020 was $30.7 million compared to $46.1 million in the third quarter of 2019. The decrease was due to lower workplace furnishings volume as a result of the COVID-19 pandemic, partially offset by year-over-year selling, general, and administrative ("SG&A") expense management, net productivity benefits, and volume growth in residential building products.

Update on COVID-19 Pandemic



The Corporation's primary focus during the COVID-19 pandemic crisis continues to
be the health and safety of its members. The Corporation implemented workplace
health and safety measures consistent with guidelines from the Centers for
Disease Control and Prevention and has taken strong measures to create social
distancing and keep members safe. A portion of the Corporation's members
continue to work remotely.

The HNI strategy, including diverse revenue streams, price point breadth,
channel reach, and a lean operating model, along with the dedication of members,
allowed the Corporation to continue to manage through challenging conditions.
The Corporation aggressively managed costs and drove productivity, offsetting
much of the impact from lower volumes resulting from the COVID-19 pandemic. The
Corporation's teams stayed focused on customers, generating and seizing market
opportunities. As of September 26, 2020, the Corporation's major facilities
continue to operate, and there are no material disruptions to the Corporation's
supply chain, dealer network, manufacturing and distribution operations, or
ability to serve customers.

As of the date of this filing, COVID-19 cases continue to show volatility in
various regions of the U.S. and abroad, resulting in continuing restrictions in
certain markets. As a result, there remains significant uncertainty concerning
the magnitude of the impact and duration of the COVID-19 pandemic crisis. The
Corporation continues to monitor the situation and may take further actions as
may be required by federal, state, or local authorities or that the Corporation
determines is in the best interest of its members.
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Results of Operations

The following table presents certain key highlights from the results of operations (in thousands):


                                                          Three Months Ended                                                                                  Nine Months Ended
                                    September 26,          September 28,                                    September 26,         September 28,
                                         2020                   2019                   Change                   2020                  2019                   Change
Net sales                          $     507,063          $     625,386                    (18.9  %)       $  1,393,224          $  1,630,868                    (14.6  %)
Cost of sales                            321,516                387,715                    (17.1  %)            880,754             1,030,993                    (14.6  %)
Gross profit                             185,547                237,671                    (21.9  %)            512,470               599,875                    (14.6  %)
Selling and administrative
expenses                                 146,785                176,731                    (16.9  %)            449,933               511,080                    (12.0  %)

Impairment and restructuring
charges                                        -                    284                           NM             32,661                 1,214                           NM
Operating income                          38,762                 60,656                    (36.1  %)             29,876                87,581                    (65.9  %)
Interest expense, net                      1,517                  2,205                    (31.2  %)              5,271                 6,795                    (22.4  %)
Income before income taxes                37,245                 58,451                    (36.3  %)             24,605                80,786                    (69.5  %)
Income taxes                               6,558                 12,375                    (47.0  %)              5,259                17,878                    (70.6  %)
Net income (loss) attributable to
non-controlling interest                      (1)                    (2)                          NM                 (3)                   (2)                          NM
Net income attributable to HNI
Corporation                        $      30,688          $      46,078                    (33.4  %)       $     19,349          $     62,910

(69.2 %)



As a Percentage of Net Sales:
Net sales                                  100.0  %               100.0  %                                        100.0  %              100.0  %
Gross profit                                36.6                   38.0                 -140 bps                   36.8                  36.8                    0 bps
Selling and administrative
expenses                                    28.9                   28.3                   60 bps                   32.3                  31.3                  100 bps

Impairment and restructuring
charges                                        -                    0.0                    0 bps                    2.3                   0.1                  220 bps
Operating income                             7.6                    9.7                 -210 bps                    2.1                   5.4                 -330 bps
Income taxes                                 1.3                    2.0                  -70 bps                    0.4                   1.1                  -70 bps
Net income attributable to HNI
Corporation                                  6.1                    7.4                 -130 bps                    1.4                   3.9                 -250 bps


Results of Operations - Three Months Ended

Net Sales



Consolidated net sales for the third quarter of 2020 decreased 18.9 percent
compared to the same quarter last year. The change was driven by a decrease in
the workplace furnishings segment, partially offset by an increase in the
residential building products segment. Included in the sales results for the
current quarter was a $2.4 million impact from acquiring residential building
products distributors.

Gross Profit

Gross profit as a percentage of net sales decreased 140 basis points in the third quarter of 2020 compared to the same quarter last year primarily driven by lower workplace furnishings volume, partially offset by volume growth in residential building products and net productivity.






                                       23

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Selling and Administrative Expenses



Selling and administrative expenses as a percentage of net sales increased 60
basis points in the third quarter of 2020 compared to the same quarter last year
due to lower volume, partially offset by lower core SG&A spend and freight and
distribution productivity.

Operating Income

In the third quarter of 2020, operating income was $38.8 million, compared to
$60.7 million in the same quarter last year. The decrease was primarily driven
by lower workplace furnishings volume, partially offset by year-over-year SG&A
expense management, net productivity benefits, and volume growth in residential
building products.

Interest Expense, Net

Interest expense, net for the third quarter of 2020 was $1.5 million, compared
to $2.2 million in the same quarter last year. The decrease was driven by lower
interest rates and reduced borrowings.

Income Taxes



The Corporation's income tax provision for the third quarter of 2020 was $6.6
million on income before taxes of $37.2 million, or an effective tax rate of
17.6 percent. For the third quarter of 2019, the Corporation's income tax
provision was an expense of $12.4 million on income before taxes of $58.5
million, or an effective tax rate of 21.2 percent. The decreased rate was
primarily due to the effect of tax credits on lower projected worldwide full
year income. Refer to "Note 8. Income Taxes" for further information.

Net Income Attributable to HNI Corporation

Net income attributable to the Corporation was $30.7 million, or $0.71 per diluted share in the third quarter of 2020, compared to $46.1 million or $1.07 per diluted share in the third quarter of 2019.

Results of Operations - Nine Months Ended

Net Sales



Consolidated net sales for the first nine months of 2020 decreased 14.6 percent
compared to the same period last year. The change was driven by a 19.9 percent
decrease in the workplace furnishings segment, partially offet by a 2.7 percent
increase in the residential building products segment. Included in the sales
results for the first nine months of 2020 was a $6.4 million impact from
acquiring residential building products distributors.

Gross Profit



Gross profit as a percentage of net sales remained flat in the first nine months
of 2020 compared to the same period last year as lower volume was offset by net
productivity and favorable price-cost.

Selling and Administrative Expenses



Selling and administrative expenses as a percentage of net sales increased 100
basis points in the first nine months of 2020 compared to the same period last
year due to $5.0 million of one-time costs related to the COVID-19 pandemic and
lower volume, partially offset by lower core SG&A spend.

Impairment and Restructuring Charges



During the first nine months of 2020, the Corporation recorded $32.7 million of
impairment charges related to goodwill and intangible assets as a result of the
COVID-19 pandemic and related economic disruption.

During the first nine months of 2019, the Corporation recorded $1.2 million of
restructuring costs in connection with a structural realignment in the workplace
furnishings segment.


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Operating Income



In the first nine months of 2020, operating income was $29.9 million compared to
operating income of $87.6 million in the same period last year. The decrease was
driven by lower volume and $37.7 million of impairment charges and costs related
to the COVID-19 pandemic and resulting economic disruption, partially offset by
lower core SG&A spend, net productivity, and favorable price-cost.

Interest Expense, Net

Interest expense, net for the first nine months of 2020 was $5.3 million, compared to $6.8 million in the same period last year. The decrease was due to lower interest rates and borrowings, partially offset by lower interest income.

Income Taxes



The Corporation's income tax provision for the first nine months of 2020 was an
expense of $5.3 million on income before taxes of $24.6 million, or an effective
tax rate of 21.4 percent. For the first nine months of 2019, the Corporation's
income tax provision was an expense of $17.9 million on income before taxes of
$80.8 million, or an effective tax rate of 22.1 percent. The decrease was
primarily due to the effect of tax credits on lower projected worldwide full
year income. Refer to "Note 8. Income Taxes" for further information.

Net Income Attributable to HNI Corporation

Net income attributable to the Corporation was $19.3 million, or $0.45 per diluted share in the first nine months of 2020, compared to net income attributable to the Corporation of $62.9 million or $1.44 per diluted share in the first nine months of 2019.

Workplace Furnishings

The following table presents certain key highlights from the results of operations in the workplace furnishings segment (in thousands):


                                                    Three Months Ended                                                                                  Nine Months Ended
                              September 26,          September 28,                                    September 26,          September 28,
                                   2020                   2019                   Change                    2020                  2019                   Change
Net sales                    $     353,361          $     484,755                    (27.1  %)       $    999,827           $  1,247,778                   (19.9  %)
Operating profit (loss)      $      16,826          $      51,162                    (67.1  %)       $     (8,619)          $     68,180                  (112.6  %)
Operating profit (loss) %              4.8  %                10.6  %              -580 bps                   (0.9  %)                5.5  %             -640 bps


Three Months Ended
Third quarter 2020 net sales for the workplace furnishings segment decreased
27.1 percent compared to the same quarter last year.

Operating profit as a percentage of net sales decreased 580 basis points in the
third quarter of 2020 compared to the same quarter last year. The decrease was
driven by lower volume, partially offset by net productivity and lower core SG&A
spend.

Nine Months Ended Net sales for the first nine months of 2020 for the workplace furnishings segment decreased 19.9 percent compared to the same period last year.



Operating profit (loss) as a percentage of net sales decreased 640 basis points
in the first nine months of 2020 compared to the same period last year. In the
current year period, the workplace furnishings segment recorded charges of $32.7
million related to the impairment of goodwill and intangible assets and $3.4
million of other costs related to the COVID-19 pandemic and related economic
disruption. Additionally, segment results decreased compared to the same period
last year due to by lower volume, partially offset by lower core SG&A spend, net
productivity, and favorable price-cost.



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Residential Building Products

The following table presents certain key highlights from the results of operations in the residential building products segment (in thousands):


                                                   Three Months Ended                                                                                Nine Months Ended
                              September 26,          September 28,                                 September 26,          September 28,
                                   2020                   2019                  Change                  2020                   2019                  Change
Net sales                    $     153,702          $     140,631                    9.3  %       $     393,397          $     383,090                    2.7  %
Operating profit             $      30,197          $      23,772                   27.0  %       $      65,232          $      54,743                   19.2  %
Operating profit %                    19.6  %                16.9  %             270 bps                   16.6  %                14.3  %             230 bps



Three months ended
Third quarter 2020 net sales for the residential building products segment
increased 9.3 percent compared to the same quarter last year. Included in the
sales results was a $2.4 million impact from acquiring residential building
products distributors.

Operating profit as a percentage of net sales increased 270 basis points in the
third quarter of 2020 compared to the same quarter last year. The increase was
primarily driven by higher volume, favorable price-cost, lower core SG&A spend,
and net productivity.

Nine months ended
Net sales for the first nine months of 2020 for the residential building
products segment increased 2.7 percent compared to the same period last year.
Included in the sales results was a $6.4 million impact from acquiring
residential building products distributors.

Operating profit as a percentage of net sales increased 230 basis points in the
first nine months of 2020 compared to the same period last year. The increase
was primarily driven by favorable price-cost, net productivity, and lower core
SG&A spend.

Liquidity and Capital Resources



Cash, cash equivalents, and short-term investments, coupled with cash flow from
future operations, borrowing capacity under the existing credit agreement, and
the ability to access capital markets, are expected to be adequate to fund
operations and satisfy cash flow needs for at least the next twelve months.
Additionally, based on current earnings before interest, taxes, depreciation and
amortization generation, the Corporation can access the full remaining $375
million of borrowing capacity available under the revolving credit facility and
maintain compliance with applicable covenants.

Cash Flow - Operating Activities
Operating activities were a source of $143.4 million of cash in the first nine
months of 2020 compared to a source of $115.6 million of cash in the first nine
months of 2019. The increase in operating cash flows was driven by favorable
working capital activity.
Cash Flow - Investing Activities
Capital expenditures, including capitalized software, for the first nine months
of 2020 were $32.0 million compared to $50.2 million in the same period last
year. These expenditures are primarily focused on machinery, equipment, and
tooling required to support new products, continuous improvements, and cost
savings initiatives in manufacturing processes. For the full year 2020, capital
expenditures are expected to be approximately $40 to $45 million.

Current year investing activities also include acquisition spending for residential building products distributors.



Cash Flow - Financing Activities
Long-Term Debt - The Corporation maintains a revolving credit facility as the
primary source of committed funding from which the Corporation finances its
planned capital expenditures, strategic initiatives, and seasonal working
capital needs. Cash flows included in financing activities represent periodic
borrowings and repayments under the revolving credit facility. See "Note 7.
Long-Term Debt" in the Notes to Condensed Consolidated Financial Statements for
further information.


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Dividend - The Corporation is committed to maintaining or modestly growing the
quarterly dividend. Cash dividends declared and paid per common share were as
follows (in dollars):
                                                    Three Months Ended                                           Nine Months Ended
                                          September 26,           September 28,           September 26,         September 28,
                                               2020                   2019                    2020                   2019
Dividends per common share               $    0.305             $       

0.305 $ 0.915 $ 0.905





During the third quarter, the Board declared the regular quarterly cash dividend
on August 3, 2020. The dividend was paid on September 1, 2020 to shareholders of
record on August 14, 2020.

Stock Repurchase - The Corporation's capital strategy related to stock
repurchase is focused on offsetting the dilutive impact of issuances for various
compensation related matters. The Corporation may elect to opportunistically
purchase additional shares based on excess cash generation and/or share price
considerations. The Board authorized $200 million on November 9, 2007 and an
additional $200 million each on November 7, 2014 and February 13, 2019 for
repurchases of the Corporation's common stock. As announced in the April 6, 2020
COVID-19 response update, the Corporation temporarily suspended share repurchase
activity to support available cash flow; this initiative continues to be
evaluated and there is currently no timeframe planned regarding resumption of
share repurchases. See "Note 10. Accumulated Other Comprehensive Income (Loss)
and Shareholders' Equity" in the Notes to Condensed Consolidated Financial
Statements for further information.

Off-Balance Sheet Arrangements



The Corporation does not have any off-balance sheet arrangements that have or
are reasonably likely to have a current or future material effect on the
Corporation's financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures, or capital resources.

Contractual Obligations



Contractual obligations associated with ongoing business and financing
activities will result in cash payments in future periods. A table summarizing
the amounts and estimated timing of these future cash payments was provided in
the Corporation's Annual Report on Form 10-K for the fiscal year ended
December 28, 2019. There were no material changes outside the ordinary course of
business in the Corporation's contractual obligations or the estimated timing of
the future cash payments during the first nine months of 2020.

Commitments and Contingencies

See "Note 15. Guarantees, Commitments, and Contingencies" in the Notes to Condensed Consolidated Financial Statements for further information.

Critical Accounting Policies and Estimates



Management's Discussion and Analysis of Financial Condition and Results of
Operations is based upon the Consolidated Financial Statements, prepared in
accordance with Generally Accepted Accounting Principles ("GAAP"). The
preparation of these financial statements requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities,
revenue, and expenses, and related disclosure of contingent assets and
liabilities. Management bases its estimates on historical experience and on a
variety of other assumptions that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying values of assets and liabilities that are not readily apparent from
other sources. Senior management has discussed the development, selection, and
disclosure of these estimates with the Audit Committee of the Board.  Actual
results may differ from these estimates under different assumptions or
conditions. A summary of the more significant accounting policies requiring the
use of estimates and assumptions in preparing the financial statements is
provided in the Corporation's Annual Report on Form 10-K for the fiscal year
ended December 28, 2019.

Recently Issued Accounting Standards Not Yet Adopted



In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting
for Income Taxes. This update simplifies various aspects related to accounting
for income taxes, removes certain exceptions to the general principles in ASC
740, and clarifies and amends existing guidance to improve consistent
application. The new standard becomes effective for the
                                       27

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Corporation in fiscal 2021. The Corporation is currently evaluating the effect the standard will have on consolidated financial statements and related disclosures.

Looking Ahead



Management continues to anticipate near-term challenges in both volume and
profit levels as the Corporation navigates the COVID-19 pandemic and related
economic disruption. However, management expects fourth quarter 2020 sales to
increase from third quarter 2020 levels, driven by improving recent order trends
in both segments, strong housing construction activity which supports
Residential Building Products sales growth, and an extra week in the fourth
quarter fiscal calendar. Cash flows are anticipated to remain healthy, with net
debt levels expected to be stable through fiscal year-end.

Management remains optimistic about the long-term prospects in the workplace
furnishings and residential building products markets. Management believes the
Corporation continues to compete well and remains confident the investments made
in the business will continue to generate strong returns for shareholders.

Forward-Looking Statements



Statements in this report to the extent they are not statements of historical or
present fact, including statements as to plans, outlook, objectives, and future
financial performance, are "forward-looking" statements, within the meaning of
Section 21 of the Securities Exchange Act of 1934, as amended, and the Private
Securities Litigation Reform Act of 1995. Words such as "anticipate," "believe,"
"could," "confident," "estimate," "expect," "forecast," "hope," "intend,"
"likely," "may," "plan," "possible," "potential," "predict," "project,"
"should," "will," "would," and variations of such words and similar expressions
identify forward-looking statements.

Forward-looking statements involve known and unknown risks and uncertainties,
which may cause the Corporation's actual results in the future to differ
materially from expected results. The most significant factors known to the
Corporation that may adversely affect the Corporation's business, operations,
industries, financial position, or future financial performance are described
within Item 1A of the Corporation's Annual Report on Form 10-K for the fiscal
year ended December 28, 2019 and Part II, Item 1A of this report. The
Corporation cautions readers not to place undue reliance on any forward-looking
statement, which speaks only as of the date made, and to recognize
forward-looking statements are predictions of future results, which may not
occur as anticipated. Actual results could differ materially from those
anticipated in the forward-looking statements and from historical results due to
the risks and uncertainties described elsewhere in this report, including but
not limited to: the duration and scope of the COVID-19 pandemic and its effect
on people and the economy; the levels of office furniture needs and housing
starts; overall demand for the Corporation's products; general economic and
market conditions in the United States and internationally; industry and
competitive conditions; the consolidation and concentration of the Corporation's
customers; the Corporation's reliance on its network of independent dealers;
changes in trade policy; changes in raw material, component, or commodity
pricing; market acceptance and demand for the Corporation's new products;
changing legal, regulatory, environmental, and healthcare conditions; the risks
associated with international operations; the potential impact of product
defects; the various restrictions on the Corporation's financing activities; an
inability to protect the Corporation's intellectual property; impacts of tax
legislation; force majeure events outside the Corporation's control; and other
risks described in the Corporation's annual and quarterly reports filed with the
Securities and Exchange Commission on Forms 10-K and 10-Q, as well as others the
Corporation may consider not material or does not anticipate at this time. The
risks and uncertainties described in this report, as well as those described
within Item 1A of the Corporation's Annual Report on Form 10-K for the fiscal
year ended December 28, 2019 and Part II, Item 1A of this report, are not
exclusive and further information concerning the Corporation, including factors
that potentially could have a material effect on the Corporation's financial
results or condition, may emerge from time to time.

The Corporation assumes no obligation to update, amend, or clarify forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law. The Corporation advises you, however, to consult any further disclosures made on related subjects in future quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC.

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