hmi8k101111


UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report: October 10, 2011
(Date of earliest event reported)
HERMAN MILLER, INC.
(Exact name of registrant as specified in its charter)

Michigan
(State or Other Jurisdiction of
incorporation)
001-15141
(Commission File No.)
38-0837640 
(IRS Employer
Identification no.)
 
 
 
855 East Main Avenue
Zeeland, Michigan
(Address of Principal Executive Offices)
 
49464
(Zip Code)
 
(616) 654-3000
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[__]     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[__]     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[__]     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[__]     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))










Item 5.07        Submission of Matters of a Vote of Security Holders
The annual meeting of the shareholders of the Company was held on October 10, 2011, at which:
(1) The following nominees were elected to serve three-year terms on the company’s Board of Directors by the following votes:
 
 
Mary Vermeer Andringa

J. Barry Griswell

Brian C. Walker

For
 
48,349,625

48,860,896

48,390,720

Withheld
 
823,904

312,633

782,809

Broker non-votes
 
4,112,024

4,112,024

4,112,024


The following individuals continued their service as Directors of the company: David Brandon, Douglas D. French, John R. Hoke III, James R. Kackley, Dorothy A. Terrell, David O. Ulrich, and Michael A. Volkema.

(2) The Herman Miller, Inc. 2011 Long-Term Incentive Plan was approved by the following votes:
Approval of the 2011 Long-Term Incentive Plan
 
For
 
44,496,292

Against
 
4,609,566

Abstain
 
67,671

Broker non-votes
 
4,112,024


(3) Ernst & Young LLP was approved as the company’s independent auditors for the fiscal year ended June 2, 2012, by the following votes:
Ratification of Independent Auditors
 
For
 
52,391,287

Against
 
777,465

Abstain
 
116,801

Broker non-votes
 


(4) The compensation paid to the Company's named executive officers was approved on an advisory basis by the following votes:
Approve, On an Advisory Basis, Executive Compensation
 
For
 
48,614,541

Against
 
455,387

Abstain
 
103,601

Broker non-votes
 
4,112,024







(5) The one year frequency of a shareholder advisory vote on executive compensation was approved by the following votes.
Frequency of Shareholder Advisory on Executive Compensation
 
1 Year
 
38,725,400

2 Years
 
57,840

3 Years
 
10,324,323

Abstain
 
65,966

Broker non-votes
 
4,112,024











SIGNATURE
    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated:   October 11, 2011
HERMAN MILLER, INC.
 
 
 (Registrant)
 
 
 
 
 
 
By:
/s/ James E. Christenson
 James E. Christenson
 
 
 
Senior Vice President, Legal Services and Secretary