Delaware
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13-3873847
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(State or other jurisdiction of
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(IRS Employer
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incorporation)
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Identification No.)
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The Company is clarifying that the definition of "Change in Control" in Sections 13(b)(2) and 13(b)(3) of the Plan requires that consummation of the transaction (i.e., the sale of all or substantially all of the Company's assets or consolidation or merger of the Company with another corporation) actually occur prior to the trigger of any accelerated vesting of awards under the Plan. Stockholder approval of the transaction will not, by itself, be enough to trigger the change in control provisions of Section 13(b)(2) and 13(b)(3) of the Plan.
The Company will propose amendments to the Plan further clarifying this language in the Plan at a subsequent meeting of the Company's Board of Directors.
Exhibit 99.1 - Knoll, Inc. 2010 Stock Incentive Plan (incorporated by reference to the Knoll, Inc. definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 24, 2010).
Knoll, Inc.
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Date: April 23, 2010
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By:
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/s/ Michael A. Pollner
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Michael A. Pollner
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Vice President, General Counsel & Secretary
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