Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Class A Common Stock	SCS	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ☑ No o☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes þ☑ No o☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated ~~filer”,~~filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. ~~(Check one):~~

Large accelerated filerþ

~~(Do not check if a smaller reporting company)~~

If an emerging growth company, indicate by a check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o☐ No þ☑

As of ~~December 18, 2017,~~September 21, 2021, Steelcase Inc. had ~~85,669,629~~88,343,089 shares of Class A Common Stock and ~~30,466,915~~25,076,994 shares of Class B Common Stock outstanding.

FOR THE QUARTERLY PERIOD ENDED ~~November 24, 2017~~August 27, 2021

PART I. FINANCIAL INFORMATION

Item 1.Financial Statements:

~~Item 1.~~

~~Financial Statements:~~

STEELCASE INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(in millions, except per share data)


	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Revenue	$	724.8	$	818.8	$	1,281.4	$	1,301.6
Cost of sales	518.0		542.3		919.9		902.4
Restructuring costs	—		6.9		—		6.9
Gross profit	206.8		269.6		361.5		392.3
Operating expenses	172.9		172.3		359.4		329.7
Goodwill impairment charge	—		—		—		17.6
Restructuring costs	—		8.7		—		8.7
Operating income	33.9		88.6		2.1		36.3
Interest expense	(6.4)		(6.8)		(12.8)		(14.1)
Investment income	0.1		0.2		0.3		1.0
Other income, net	1.8		0.8		1.0		4.8
Income (loss) before income tax expense (benefit)	29.4		82.8		(9.4)		28.0
Income tax expense (benefit)	4.7		27.3		(6.0)		10.6
Net income (loss)	$	24.7	$	55.5	$	(3.4)	$	17.4
Earnings (loss) per share:
Basic	$	0.21	$	0.47	$	(0.03)	$	0.15
Diluted	$	0.21	$	0.47	$	(0.03)	$	0.15
Dividends declared and paid per common share	$	0.145	$	0.100	$	0.245	$	0.170

STEELCASE INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(in millions, except per share data)

Three Months Ended Nine Months Ended
November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Revenue $ 772.1
$ 786.5
$ 2,282.8
$ 2,263.3
Cost of sales 520.3
524.6
1,529.8
1,504.3
Restructuring costs —
—
—
4.2
Gross profit 251.8
261.9
753.0
754.8
Operating expenses 213.3
207.5
630.4
604.5
Restructuring costs (benefits) —
(0.2 ) —
0.5
Operating income 38.5
54.6
122.6
149.8
Interest expense (4.3 ) (4.3 ) (13.0 ) (12.9 )
Investment income 0.3
0.4
1.1
1.2
Other income, net 3.2
4.1
6.1
8.0
Income before income tax expense 37.7
54.8
116.8
146.1
Income tax expense 12.0
13.6
36.1
47.3
Net income $ 25.7
$ 41.2
$ 80.7
$ 98.8
Earnings per share:

Basic $ 0.22
$ 0.34
$ 0.68
$ 0.82
Diluted $ 0.22
$ 0.34
$ 0.67
$ 0.81
Dividends declared and paid per common share $ 0.1275
$ 0.1200
$ 0.3825
$ 0.3600

See accompanying notes to the condensed consolidated financial statements.

Table of Contents

STEELCASE INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)

(in millions)


	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Net income (loss)	$	24.7	$	55.5	$	(3.4)	$	17.4
Other comprehensive income (loss), net:
Unrealized gain (loss) on investments	—		0.1		0.2		(0.1)
Pension and other post-retirement liability adjustments	0.4		(1.1)		0.3		(0.8)
Derivative amortization	0.2		0.2		0.4		0.4
Foreign currency translation adjustments	(12.7)		22.4		(11.8)		13.5
Total other comprehensive income (loss), net	(12.1)		21.6		(10.9)		13.0
Comprehensive income (loss)	$	12.6	$	77.1	$	(14.3)	$	30.4

Three Months Ended Nine Months Ended
November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Net income $ 25.7
$ 41.2
$ 80.7
$ 98.8
Other comprehensive income (loss), net:
Unrealized gain (loss) on investments —
(0.5 ) 0.3
(0.6 )
Pension and other post-retirement liability adjustments (2.0 ) (0.7 ) (0.5 ) (3.2 )
Foreign currency translation adjustments 6.3
(18.5 ) 26.6
(15.2 )
Total other comprehensive income (loss), net 4.3
(19.7 ) 26.4
(19.0 )
Comprehensive income $ 30.0
$ 21.5
107.1
79.8

See accompanying notes to the condensed consolidated financial statements.

STEELCASE INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions)
(Unaudited)
November 24,
2017 February 24,
2017
ASSETS
Current assets:

Cash and cash equivalents $ 244.1
$ 197.1
Short-term investments —
73.4
Accounts receivable, net of allowances of $11.7 and $11.2 347.5
307.6
Inventories 186.3
163.1
Prepaid expenses 21.5
19.1
Other current assets 47.7
58.9
Total current assets 847.1
819.2
Property, plant and equipment, net of accumulated depreciation of $1,011.0 and $959.6 430.4
408.1
Company-owned life insurance ("COLI") 170.5
168.8
Deferred income taxes 192.8
179.6
Goodwill 107.0
106.7
Other intangible assets, net of accumulated amortization of $44.4 and $43.2 16.3
16.8
Investments in unconsolidated affiliates 53.7
50.5
Other assets 30.7
42.3
Total assets $ 1,848.5
$ 1,792.0
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:

Accounts payable $ 247.1
$ 216.8
Short-term borrowings and current maturities of long-term debt 2.8
2.8
Accrued expenses:

Employee compensation 114.5
154.3
Employee benefit plan obligations 29.9
35.0
Accrued promotions 29.6
19.0
Customer deposits 20.2
15.9
Product warranties 17.6
20.4
Other 74.0
59.2
Total current liabilities 535.7
523.4
Long-term liabilities:

Long-term debt less current maturities 292.8
294.6
Employee benefit plan obligations 138.9
134.3
Other long-term liabilities 67.8
73.2
Total long-term liabilities 499.5
502.1
Total liabilities 1,035.2
1,025.5
Shareholders’ equity:

Common stock —
—
Additional paid-in capital 3.5
—
Accumulated other comprehensive loss (24.2 ) (50.6 )
Retained earnings 834.0
817.1
Total shareholders’ equity 813.3
766.5
Total liabilities and shareholders’ equity $ 1,848.5
$ 1,792.0

Table of Contents

STEELCASE INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions)


	(Unaudited)
	August 27, 2021		February 26, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	360.7	$	489.8

Accounts receivable	334.0		279.0
Allowance for doubtful accounts	(9.1)		(8.7)
Inventories	233.4		193.5

Prepaid expenses	36.6		20.9
Income taxes receivable	51.7		49.5
Other current assets	22.7		21.4
Total current assets	1,030.0		1,045.4
Property, plant and equipment, net of accumulated depreciation of $1,081.3 and $1,063.2	402.1		410.8
Company-owned life insurance ("COLI")	169.8		169.5
Deferred income taxes	115.7		113.3
Goodwill	218.1		218.1
Other intangible assets, net of accumulated amortization of $79.8 and $73.3	82.3		90.4
Investments in unconsolidated affiliates	49.4		51.5
Right-of-use operating lease assets	219.4		225.4
Other assets	26.7		29.6
Total assets	$	2,313.5	$	2,354.0
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	234.4	$	181.3
Short-term borrowings and current portion of long-term debt	6.1		4.7
Current operating lease obligations	43.3		43.8
Accrued expenses:
Employee compensation	65.4		90.1
Employee benefit plan obligations	18.3		24.9
Accrued promotions	26.4		27.8
Customer deposits	47.4		33.7


Other	106.4		108.7
Total current liabilities	547.7		515.0
Long-term liabilities:
Long-term debt less current maturities	478.4		479.2
Employee benefit plan obligations	145.2		152.9
Long-term operating lease obligations	193.4		199.5
Other long-term liabilities	47.5		46.9
Total long-term liabilities	864.5		878.5
Total liabilities	1,412.2		1,393.5
Shareholders’ equity:

Additional paid-in capital	—		12.5
Accumulated other comprehensive income (loss)	(50.9)		(40.0)
Retained earnings	952.2		988.0
Total shareholders’ equity	901.3		960.5
Total liabilities and shareholders’ equity	$	2,313.5	$	2,354.0

See accompanying notes to the condensed consolidated financial statements.

STEELCASE INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(in millions)

Nine Months Ended
November 24,
2017 November 25,
2016
OPERATING ACTIVITIES

Net income $ 80.7
$ 98.8
Depreciation and amortization 47.7
44.7
Deferred income taxes (6.3 ) 5.2
Non-cash stock compensation 15.5
16.6
Equity in income of unconsolidated affiliates (10.4 ) (7.3 )
Dividends received from unconsolidated affiliates 7.5
7.4
Other (7.5 ) (6.4 )
Changes in operating assets and liabilities:

Accounts receivable (35.8 ) (10.2 )
Inventories (22.4 ) (14.8 )
VAT recoverable 8.2
19.3
Other assets 15.5
(12.8 )
Accounts payable 26.1
15.1
Employee compensation liabilities (44.2 ) (41.5 )
Employee benefit obligations (6.2 ) (8.3 )
Accrued expenses and other liabilities 26.7
(1.8 )
Net cash provided by operating activities 95.1
104.0
INVESTING ACTIVITIES

Capital expenditures (58.3 ) (40.4 )
Purchases of investments (52.1 ) (94.3 )
Liquidations of investments 125.6
82.6
Other 15.3
1.6
Net cash provided by (used in) investing activities 30.5
(50.5 )
FINANCING ACTIVITIES

Dividends paid (45.9 ) (44.1 )
Common stock repurchases (33.4 ) (48.3 )
Excess tax benefit from vesting of stock awards —
(0.1 )
Repayment of long-term debt (2.0 ) (1.6 )
Net cash used in financing activities (81.3 )
(94.1 )
Effect of exchange rate changes on cash and cash equivalents 2.7
(2.2 )
Net increase (decrease) in cash and cash equivalents 47.0
(42.8 )
Cash and cash equivalents, beginning of period 197.1
181.9
Cash and cash equivalents, end of period $ 244.1
$ 139.1

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

(in millions, except share and per share data)


	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Changes in common shares outstanding:
Common shares outstanding, beginning of period	115,664,399		114,759,549		114,908,676		117,202,000
Common stock issuances	14,204		13,941		27,297		26,890
Common stock repurchases	(1,873,804)		(205)		(2,227,000)		(3,244,594)
Performance and restricted stock units issued as common stock	16,559		3,261		1,112,385		792,250
Common shares outstanding, end of period	113,821,358		114,776,546		113,821,358		114,776,546

Changes in additional paid-in capital (1):
Additional paid-in capital, beginning of period	$	21.3	$	—	$	12.5	$	28.4
Common stock issuances	0.2		0.2		0.4		0.4
Common stock repurchases	(23.4)		—		(27.7)		(36.4)
Performance and restricted stock units expense	1.9		1.5		14.8		9.3
Additional paid-in capital, end of period	—		1.7		—		1.7

Changes in accumulated other comprehensive income (loss):
Accumulated other comprehensive income (loss), beginning of period	(38.8)		(77.9)		(40.0)		(69.3)
Other comprehensive income (loss)	(12.1)		21.6		(10.9)		13.0

Accumulated other comprehensive income (loss), end of period	(50.9)		(56.3)		(50.9)		(56.3)

Changes in retained earnings:
Retained earnings, beginning of period	947.8		958.9		988.0		1,011.3
Net income (loss)	24.7		55.5		(3.4)		17.4
Dividends paid	(17.1)		(11.7)		(29.2)		(20.1)
Common stock repurchases	(3.2)		—		(3.2)		(5.9)
Retained earnings, end of period	952.2		1,002.7		952.2		1,002.7
Total shareholders' equity	$	901.3	$	948.1	$	901.3	$	948.1

(1)Shares of our Class A and Class B common stock have no par value; thus, there are no balances for common stock.

See accompanying notes to the condensed consolidated financial statements.

STEELCASE INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(in millions)


	Six Months Ended
	August 27, 2021		August 28, 2020
OPERATING ACTIVITIES
Net income (loss)	$	(3.4)	$	17.4
Depreciation and amortization	41.2		43.3
Goodwill impairment charge	—		17.6
Restructuring costs	—		15.6
Deferred income taxes	(3.1)		18.0

Non-cash stock compensation	15.2		9.7
Equity in income of unconsolidated affiliates	(2.1)		(3.9)
Dividends received from unconsolidated affiliates	4.0		2.8
Other	(19.4)		(12.5)
Changes in operating assets and liabilities:
Accounts receivable	(58.0)		58.0
Inventories	(42.0)		(0.2)
Other assets	(20.3)		(10.8)
Accounts payable	54.7		(36.5)
Employee compensation liabilities	(30.7)		(120.8)
Employee benefit obligations	(14.9)		(24.9)
Customer deposits	14.0		74.3
Accrued expenses and other liabilities	3.2		(2.2)
Net cash provided by (used in) operating activities	(61.6)		44.9
INVESTING ACTIVITIES
Capital expenditures	(31.8)		(18.0)
Proceeds from disposal of fixed assets	16.8		7.1

Other	8.5		4.9
Net cash used in investing activities	(6.5)		(6.0)
FINANCING ACTIVITIES
Dividends paid	(29.2)		(20.1)
Common stock repurchases	(30.9)		(42.3)
Borrowings on global committed bank facility	—		250.0
Repayments on global committed bank facility	—		(250.0)
Other	0.2		(1.4)
Net cash used in financing activities	(59.9)		(63.8)
Effect of exchange rate changes on cash and cash equivalents	(0.6)		0.2
Net decrease in cash, cash equivalents and restricted cash	(128.6)		(24.7)
Cash and cash equivalents and restricted cash, beginning of period (1)	495.6		547.1
Cash and cash equivalents and restricted cash, end of period (2)	$	367.0	$	522.4

(1)These amounts include restricted cash of $5.8 and $6.1 as of February 26, 2021 and February 28, 2020, respectively.

(2)These amounts include restricted cash of $6.3 and $6.5 as of August 27, 2021 and August 28, 2020, respectively.

Restricted cash primarily represents funds held in escrow for potential future workers’ compensation and product liability claims. Restricted cash is included as part of Other assets in the Condensed Consolidated Balance Sheets.

See accompanying notes to the condensed consolidated financial statements.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.BASIS OF PRESENTATION

The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions in Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals and adjustments) considered necessary for a fair presentation of the condensed consolidated financial statements have been included. Results for interim periods should not be considered indicative of results to be expected for a full year. Reference should be made to the consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the fiscal year ended February ~~24, 2017~~26, 2021 (“Form 10-K”). The Condensed Consolidated Balance Sheet as of February ~~24, 2017~~26, 2021 was derived from the audited Consolidated Balance Sheet included in our Form 10-K.

As used in this Quarterly Report on Form 10-Q (“Report”), unless otherwise expressly stated or the context otherwise requires, all references to “Steelcase,” “we,” “our,” “Company” and similar references are to Steelcase Inc. and its subsidiaries in which a controlling interest is maintained. Unless the context otherwise indicates, reference to a year relates to the fiscal year, ended in February of the year indicated, rather than a calendar year. Additionally, Q1, Q2, Q3 and Q4 reference the first, second, third and fourth quarter, respectively, of the fiscal year indicated. All amounts are in millions, except share and per share data, data presented as a percentage or as otherwise indicated.

~~In March 2017,~~2.NEW ACCOUNTING STANDARDS

We evaluate all Accounting Standards Updates ("ASUs") issued by the Financial Accounting Standards Board ("FASB") for consideration of their applicability to our consolidated financial statements. We have assessed all ASUs issued ~~Accounting Standards Update ("ASU") No. 2017-07,~~ ~~Compensation - Retirement Benefits (Topic 715)~~,but not yet adopted and concluded that those not disclosed are either not applicable to improve the presentation of net periodic pension cost and net periodic post-retirement benefit cost. The amended guidance requires that an employer disaggregate the service cost component from the other components of net benefit cost, provides explicit guidance on howus or are not expected to present the service cost component and the other components of net benefit cost in the income statement, and allows only the service cost component of net benefit cost to be eligible for capitalization. The amended guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted within the first interim period ofhave a ~~fiscal year. We are currently evaluating the impact of the adoption of this standard~~material effect on our consolidated financial statements.

~~In October 2016, FASB issued ASU No. 2016-16,~~ ~~Income Taxes (Topic 740)~~. The update is intended to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. In Q1 2018, we chose to early adopt this guidance, which did not have a material impact on our consolidated financial statements.

~~In March 2016, the FASB issued ASU No. 2016-09,~~ ~~Compensation - Stock Compensation (Topic 718)~~, which is part of the FASB Simplification Initiative. The updated guidance simplifies several aspects of the accounting for share-based payment transactions. The amended guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, with early adoption permitted. We adopted this guidance in Q1 2018 and, as a result, the income tax effects of our share-based compensation awards, which aggregated $0.7, were recognized as a component of ~~Income tax expense~~ ~~on our Consolidated Statement of Income for the nine months ended November 24, 2017 instead of a component of~~ ~~Additional paid-in capital~~ ~~on our Consolidated Balance Sheet as of November 24, 2017. The remaining requirements of this new accounting guidance did not have a material impact on our consolidated financial statements.~~

~~In February 2016, the FASB issued ASU No. 2016-02,~~ ~~Leases (Topic 842)~~, which establishes a new lease accounting model for lessees. The updated guidance requires an entity to recognize assets and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. The amended guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. We expect the adoption of this guidance will result in an increase in the assets and liabilities on our Consolidated Balance Sheets, and we are currently evaluating the extent of this increase.

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STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

~~In May 2014, the FASB issued ASU No. 2014-09,~~ Disaggregation of Revenue

The following table provides information about disaggregated revenue by product category for each of our reportable segments:

(1)The Other product category data consists primarily of products sold by consolidated dealers, textiles and surface materials, worktools, architecture, technology and other uncategorized product lines and services.

Reportable geographic information is as follows:


Reportable Geographic Revenue	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
United States	$	493.5	$	597.6	$	852.8	$	921.1
Foreign locations	231.3		221.2		428.6		380.5
	$	724.8	$	818.8	$	1,281.4	$	1,301.6

At times, we receive payments from ~~Contracts with Customers (Topic 606), which establishes a new standard on~~customers before revenue recognition. The new standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard is designed to create greater comparability for financial statement users across industries and jurisdictions and also requires enhanced disclosures. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early adoption permitted for fiscal years beginning after December 15, 2016. We arerecognized, resulting in the ~~process~~recognition of ~~evaluating~~a contract liability (Customer deposits) presented in the ~~impact that will result from adoption of~~Condensed Consolidated Balance Sheets.

Changes in the ~~new standard, but based on analysis performed~~Customer deposits balance during the six months ended August 27, 2021 are as of November 24, 2017, we do not anticipate a significant impact on our consolidated financial statements. We currently plan to apply the new standard using the modified retrospective method beginning in 2019.follows:

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

4.EARNINGS (LOSS) PER SHARE

Earnings (loss) per share is computed using the two-class method. The two-class method determines earnings (loss) per share for each class of common stock and participating securities according to dividends or dividend equivalents and their respective participation rights in undistributed earnings. Participating securities represent restricted stock units in which the participants have non-forfeitable rights to dividend equivalents during the performance period. Diluted earnings (loss) per share includes the effects of certain performance units in which the participants have forfeitable rights to dividend equivalents during the performance period.


Computation of Earnings (Loss) Per Share	Three Months Ended August 27, 2021						Three Months Ended August 28, 2020
	Net Income (Loss)		Basic Shares (in millions)		Diluted Shares (in millions)		Net Income (Loss)		Basic Shares (in millions)		Diluted Shares (in millions)
Amounts used in calculating earnings (loss) per share	$	24.7	118.0		118.6		$	55.5	117.6		117.8
Impact of participating securities	(0.6)		(3.1)		(3.1)		(1.3)		(2.8)		(2.8)
Amounts used in calculating earnings (loss) per share, excluding participating securities	$	24.1	114.9		115.5		$	54.2	114.8		115.0

Earnings (loss) per share			$	0.21	$	0.21			$	0.47	$	0.47

There were no anti-dilutive performance units excluded from the computation of diluted earnings (loss) per share for the three months ended August 27, 2021 and August 28, 2020.


Computation of Earnings (Loss) Per Share	Six Months Ended August 27, 2021						Six Months Ended August 28, 2020
	Net Income (Loss)		Basic Shares (in millions)		Diluted Shares (in millions)		Net Income (Loss)		Basic Shares (in millions)		Diluted Shares (in millions)
Amounts used in calculating earnings (loss) per share	$	(3.4)	118.1		118.1		$	17.4	117.4		117.6
Impact of participating securities	0.1		(2.9)		(2.9)		(0.4)		(2.4)		(2.4)
Amounts used in calculating earnings (loss) per share, excluding participating securities	$	(3.3)	115.2		115.2		$	17.0	115.0		115.2

Earnings (loss) per share			$	(0.03)	$	(0.03)			$	0.15	$	0.15

There were 0.5 million anti-dilutive performance units excluded from the computation of diluted earnings (loss) per share for the six months ended August 27, 2021 and none for the six months ended August 28, 2020.

Three Months Ended Nine Months Ended
Computation of Earnings per Share November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Net income $ 25.7
$ 41.2
$ 80.7
$ 98.8
Adjustment for earnings attributable to participating securities (0.6 ) (0.8 ) (1.6 ) (1.9 )
Net income used in calculating earnings per share $ 25.1
$ 40.4
$ 79.1
$ 96.9
Weighted-average common shares outstanding including participating securities (in millions) 118.4
120.4
119.4
121.1
Adjustment for participating securities (in millions) (2.4 ) (2.4 ) (2.3 ) (2.4 )
Shares used in calculating basic earnings per share (in millions) 116.0
118.0
117.1
118.7
Effect of dilutive stock-based compensation (in millions) 0.2
0.4
0.2
0.5
Shares used in calculating diluted earnings per share (in millions) 116.2
118.4
117.3
119.2
Earnings per share:

Basic $ 0.22
$ 0.34
$ 0.68
$ 0.82
Diluted $ 0.22
$ 0.34
$ 0.67
$ 0.81
Total common shares outstanding at period end (in millions) 116.1
117.3
116.1
117.3

Anti-dilutive performance units excluded from the computation of diluted earnings per share (in millions) 0.5
0.3
0.5
0.3

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

~~The following table summarizes the changes in accumulated balances of other comprehensive income (loss) for the~~ ~~three months endedNovember 24, 2017~~:

Unrealized gain (loss) on investments Pension and other post-retirement liability adjustments Foreign currency translation adjustments Total
Balance as of August 25, 2017 $ —
$ 14.5
$ (43.0 ) $ (28.5 )
Other comprehensive income (loss) before reclassifications —
(0.5 ) 6.3
5.8

Amounts reclassified from accumulated other comprehensive income (loss) —
(1.5 ) —
(1.5 )
Net current period other comprehensive income (loss) —
(2.0 ) 6.3
4.3

Balance as of November 24, 2017 $ —
$ 12.5
$ (36.7 ) $ (24.2 )
5.ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following table summarizes the changes in accumulated balances of other comprehensive income (loss) for the ~~nine~~three months ended ~~November 24, 2017:~~August 27, 2021:


	Unrealized gain (loss) on investments		Pension and other post-retirement liability adjustments		Derivative amortization		Foreign currency translation adjustments		Total
Balance as of May 28, 2021	$	0.5	$	(6.7)	$	(7.4)	$	(25.2)	$	(38.8)
Other comprehensive income (loss) before reclassifications	—		0.4		—		(12.7)		(12.3)
Amounts reclassified from accumulated other comprehensive income (loss)	—		—		0.2		—		0.2
Net other comprehensive income (loss) during the period	—		0.4		0.2		(12.7)		(12.1)
Balance as of August 27, 2021	$	0.5	$	(6.3)	$	(7.2)	$	(37.9)	$	(50.9)

The following table summarizes the changes in accumulated balances of other comprehensive income (loss) for the six months ended August 27, 2021:


	Unrealized gain (loss) on investments		Pension and other post-retirement liability adjustments		Derivative amortization		Foreign currency translation adjustments		Total
Balance as of February 26, 2021	$	0.3	$	(6.6)	$	(7.6)	$	(26.1)	$	(40.0)
Other comprehensive income (loss) before reclassifications	0.2		0.4		—		(11.8)		(11.2)
Amounts reclassified from accumulated other comprehensive income (loss)	—		(0.1)		0.4		—		0.3
Net other comprehensive income (loss) during the period	0.2		0.3		0.4		(11.8)		(10.9)
Balance as of August 27, 2021	$	0.5	$	(6.3)	$	(7.2)	$	(37.9)	$	(50.9)

Unrealized gain (loss) on investments Pension and other post-retirement liability adjustments Foreign currency translation adjustments Total
Balance as of February 24, 2017 $ (0.3 ) $ 13.0
$ (63.3 ) $ (50.6 )
Other comprehensive income (loss) before reclassifications 0.3
(0.7 ) 26.6
26.2

Amounts reclassified from accumulated other comprehensive income (loss) —
0.2
—
0.2

Net current period other comprehensive income (loss) 0.3
(0.5 ) 26.6
26.4

Balance as of November 24, 2017 $ —
$ 12.5
$ (36.7 ) $ (24.2 )

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table provides details about reclassifications out of accumulated other comprehensive income (loss) for the three and ~~nine~~six months ended ~~November 24, 2017~~August 27, 2021 and ~~November 25, 2016:~~August 28, 2020:


Detail of Accumulated Other Comprehensive Income (Loss) Components	Amounts Reclassified from Accumulated Other Comprehensive Income (Loss)								Affected Line in the Condensed Consolidated Statements of Operations
	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020

Amortization of pension and other post-retirement actuarial losses (gains)	$	—	$	(0.3)	$	(0.1)	$	(0.6)		Other income, net
Prior service cost (credit)	—		(0.1)		—		(0.1)			Other income, net
Income tax expense	—		0.1		—		0.2			Income tax expense (benefit)
	—		(0.3)		(0.1)		(0.5)

Derivative amortization	0.3		0.3		0.6		0.6			Interest expense
Income tax benefit	(0.1)		(0.1)		(0.2)		(0.2)			Income tax expense (benefit)
	0.2		0.2		0.4		0.4





Total reclassifications	$	0.2	$	(0.1)	$	0.3	$	(0.1)

Detail of Accumulated Other
Comprehensive Income (Loss) Components Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line in the Condensed Consolidated Statements of Income
Three Months Ended Nine Months Ended
November 24,
2017 November 25,
2016 November 24, 2017 November 25, 2016
Amortization of pension and other post-retirement liability adjustments
Actuarial losses (gains) (0.4 ) (0.1 ) (1.3 ) (0.2 ) Cost of sales
Actuarial losses (gains) (0.3 ) —
(1.1 ) 0.1
Operating expenses
Prior service cost (credit) (0.8 ) (1.0 ) (2.4 ) (3.0 ) Cost of sales
Prior service cost (credit) (1.0 ) (1.2 ) (2.9 ) (3.5 ) Operating expenses
Settlements - Actuarial losses (gains) —
—
3.9
—
Cost of sales
Settlements - Actuarial losses (gains) —
—
3.2
—
Operating expenses
1.0
0.8
0.8
2.4
Income tax expense
Total reclassifications $ (1.5 ) $ (1.5 ) $ 0.2
$ (4.2 ) Net income

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The carrying amounts for many of our financial instruments, including cash and cash equivalents, accounts and notes receivable, accounts and notes payable, short-term borrowings and certain other liabilities, approximate their fair value due to their relatively short maturities. Our ~~short-term investments,~~ foreign exchange forward contracts and long-term investments are measured at fair value onin the Condensed Consolidated Balance Sheets.

Our total debt is carried at cost and was ~~$295.6~~$484.5 and ~~$297.4~~$483.9 as of ~~November 24, 2017~~August 27, 2021 and February ~~24, 2017~~,26, 2021, respectively. The fair value of our total debt is measured using a discounted cash flow analysis based on current market interest rates for similar types of instruments and was ~~approximately $325~~$565.8 and ~~$330~~$568.1 as of ~~November 24, 2017~~August 27, 2021 and February ~~24, 2017~~,26, 2021, respectively. The estimation of the fair value of our total debt is based on Level 2 fair value measurements.

We periodically use derivative financial instruments to manage exposures to movements in foreign exchange rates and interest rates. The use of these financial instruments modifies the exposure of these risks with the intention to reduce our risk of short-term volatility. We do not use derivatives for speculative or trading purposes.

~~Table of Contents~~

~~STEELCASE INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)~~

Assets and liabilities measured at fair value ~~in our Consolidated Balance Sheets~~ as of ~~November 24, 2017~~August 27, 2021 and February ~~24, 2017~~26, 2021 are summarized below:


	August 27, 2021
Fair Value of Financial Instruments	Level 1		Level 2		Level 3		Total
Assets:
Cash and cash equivalents	$	360.7	$	—	$	—	$	360.7
Restricted cash	6.3		—		—		6.3







Foreign exchange forward contracts	—		0.6		—		0.6
Auction rate security	—		—		2.8		2.8

	$	367.0	$	0.6	$	2.8	$	370.4
Liabilities:
Foreign exchange forward contracts	$	—	$	(0.3)	$	—	$	(0.3)
	$	—	$	(0.3)	$	—	$	(0.3)

	February 26, 2021
Fair Value of Financial Instruments	Level 1		Level 2		Level 3		Total
Assets:
Cash and cash equivalents	$	489.8	$	—	$	—	$	489.8
Restricted cash	5.8		—		—		5.8







Foreign exchange forward contracts	—		1.1		—		1.1
Auction rate security	—		—		2.6		2.6

	$	495.6	$	1.1	$	2.6	$	499.3
Liabilities:
Foreign exchange forward contracts	$	—	$	(0.8)	$	—	$	(0.8)
	$	—	$	(0.8)	$	—	$	(0.8)

November 24, 2017
Fair Value of Financial Instruments Level 1 Level 2 Level 3 Total
Assets:

Cash and cash equivalents $ 244.1
$ —
$ —
$ 244.1
Restricted cash 2.5
—
—
2.5
Foreign exchange forward contracts —
0.9
—
0.9
Auction rate securities —
—
3.9
3.9
$ 246.6
$ 0.9
$ 3.9
$ 251.4
Liabilities:
Foreign exchange forward contracts —
(1.6 ) —
(1.6 )
$ —
$ (1.6 ) $ —
$ (1.6 )

February 24, 2017
Fair Value of Financial Instruments Level 1 Level 2 Level 3 Total
Assets:

Cash and cash equivalents $ 197.1
$ —
$ —
$ 197.1
Restricted cash 2.5
—
—
2.5
Managed investment portfolio and other investments
Corporate debt securities —
33.6
—
33.6
U.S. agency debt securities —
18.6
—
18.6
Asset backed securities —
3.7
—
3.7
U.S. government debt securities 2.4
—
—
2.4
Municipal debt securities —
15.1
—
15.1
Foreign exchange forward contracts —
3.5
—
3.5
Auction rate securities —
—
3.5
3.5
$ 202.0
$ 74.5
$ 3.5
$ 280.0
Liabilities:

Foreign exchange forward contracts $ —
$ (0.9 ) $ —
$ (0.9 )
$ —
$ (0.9 ) $ —
$ (0.9 )

~~Table of Contents~~

~~STEELCASE INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)~~

Below is a roll-forward of assets and liabilities measured at fair value using Level 3 inputs for the ~~nine~~six months ended~~November 24, 2017~~: August 27, 2021:

Roll-Forward of Fair Value Using Level 3 Inputs Auction Rate Securities
Balance as of February 24, 2017 $ 3.5
Unrealized gain on investments 0.4
Balance as of November 24, 2017 $ 3.9

Inventories November 24,
2017 February 24,
2017
Raw materials and work-in-process $ 87.8
$ 79.6
Finished goods 117.4
101.7
205.2
181.3
Revaluation to LIFO 18.9
18.2
$ 186.3
$ 163.1

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)


Inventories	August 27, 2021		February 26, 2021
Raw materials and work-in-process	$	139.5	$	126.0
Finished goods	118.3		86.4
	257.8		212.4
Revaluation to LIFO	24.4		18.9
	$	233.4	$	193.5

The portion of inventories determined by the LIFO method was ~~$84.5~~$102.1 and ~~$77.9~~$89.1 as of ~~November 24, 2017~~August 27, 2021 and February ~~24, 2017~~,26, 2021, respectively.

8. SHARE-BASED COMPENSATION

~~During the nine months ended November 24, 2017, we awarded~~ ~~154,500~~We have issued performance units ~~("PSUs"~~(“PSUs”) to ~~our executive officers. The PSUs awarded~~certain employees which are earned ~~after~~over a three-year performance period ~~from 2018 through 2020,~~based on performance conditions established annually by the Compensation Committee within the first three months of the applicable fiscal year. The PSUs are then modified based on achievement of certain total shareholder return results relative to a comparison group of companies, which is a market ~~condition,~~condition. When the performance conditions for a fiscal year are established, or if the performance conditions involve a qualitative assessment and ~~if earned, will be~~such assessment has been made, one-third of the PSUs issued inare considered granted. Therefore, each of the ~~form~~three fiscal years within the performance period is considered an individual tranche of ~~shares~~the award (referred to as "Tranche 1," "Tranche 2" and "Tranche 3," respectively).

As of ~~Class A Common Stock. The number of shares that may~~August 27, 2021, the following PSUs have been issued and remained outstanding:

•448,300 PSUs to be earned ~~can range from~~ 0%over a three-year performance period of 2022 through 2024 (the "2022 PSUs"),

•529,500 PSUs to ~~200%~~be earned over a three-year performance period of 2021 through 2023 (the "2021 PSUs") and

•296,600 PSUs to be earned over a three-year performance period of 2020 through 2022 (the "2020 PSUs").

In Q1 2022, the performance conditions were established for Tranche 1 of the ~~target amount; therefore,~~2022 PSUs, Tranche 2 of the ~~maximum number~~2021 PSUs and Tranche 3 of ~~shares that can be issued under~~the 2020 PSUs. Accordingly, one-third of each of these ~~awards is~~ ~~309,000~~.PSUs were considered granted in Q1 2022.

In Q1 2021, the performance conditions were established for Tranche 1 of the 2021 PSUs and Tranche 2 of the 2020 PSUs. These performance conditions involved a qualitative assessment which was made by the Compensation Committee in Q4 2021. Accordingly, one-third of each of these PSUs were considered granted in Q4 2021.

In Q1 2020, the performance conditions were established for Tranche 1 of the 2020 PSUs. Accordingly, one-third of the 2020 PSUs were considered granted in Q1 2020.

Once granted, the PSUs are expensed and recorded in Additional paid-in capital on the Condensed Consolidated Balance Sheets over the remaining performance period. For participants who are or become retirement-eligible during the performance period, the PSUs are expensed over the period ending on the date the participant becomes retirement-eligible.

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

We used the Monte Carlo simulation model to calculate the fair value of ~~these PSUs~~the market conditions on the ~~date of grant. The model~~respective grant dates, which resulted in a ~~weighted average grant date~~ fair value of ~~$21.77~~ ~~per unit~~$6.1, $3.7 and $1.6 for ~~these~~the PSUs ~~compared to~~ ~~$16.33~~ ~~and~~ ~~$24.15~~ ~~per unit for similar PSUs~~with market conditions granted in ~~2017~~2022, 2021 and ~~2016,~~2020, respectively.

The ~~weighted average grant date fair values were determined~~Monte Carlo simulation was computed using the following assumptions:

(1)Based on the U.S. Government bond benchmark on the grant date.

~~Table~~(2)Represents the historical price volatility of ~~Contents~~our Class A Common Stock for the three-year period.

~~STEELCASE INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)~~

The total PSU expense and associated tax benefit for all outstanding awards for the three and ~~nine~~six months ended~~November 24, 2017~~ August 27, 2021 and ~~November 25, 2016~~August 28, 2020 are as follows:


	Three Months Ended				Six Months Ended
Performance Units	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Expense	$	0.4	$	0.1	$	5.6	$	0.3
Tax benefit	0.1		—		1.4		0.1

Three Months Ended Nine Months Ended
Performance Units November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Expense $ 1.3
$ 1.5
$ 3.8
$ 4.7
Tax benefit 0.5
0.5
1.4
1.7

As of ~~November 24, 2017~~,August 27, 2021, there was ~~$3.0~~$1.0 of remaining unrecognized compensation ~~cost~~expense related to granted nonvested PSUs, which is expected to be recognized over a remaining weighted-average period of ~~1.6~~1.8 years.

The PSU activity for the ~~nine~~six months ended~~November 24, 2017~~ August 27, 2021 is as follows:

Restricted Stock Units

During the ~~nine~~six months ended ~~November 24, 2017,~~August 27, 2021, we awarded ~~780,321~~839,818 restricted stock units ("RSUs")~~, of which~~ ~~131,200~~ ~~were awarded~~ to ~~our executive officers. These~~certain employees. RSUs have restrictions on transfer which lapse three years after the date of grant, at which time the ~~units~~RSUs will be issued as unrestricted shares of Class A Common Stock. RSUs are expensed and recorded in Additional paid-in capital on the Condensed Consolidated Balance Sheets over the requisite service period based on the value of the ~~underlying~~ shares on the date of grant. For participants who are or become retirement-eligible during the service period, the RSUs are expensed over the period ending on the date the participant becomes retirement-eligible.

The total RSU expense and associated tax benefit for all outstanding awards for the three and ~~nine~~six months ended~~November 24, 2017~~ August 27, 2021 and ~~November 25, 2016~~August 28, 2020 are as follows:


	Three Months Ended				Six Months Ended
Restricted Stock Units	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Expense	$	1.5	$	1.4	$	9.2	$	9.0
Tax benefit	0.4		0.4		2.3		2.3

Three Months Ended Nine Months Ended
Restricted Stock Units November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Expense $ 2.3
$ 2.5
$ 11.1
$ 11.4
Tax benefit 0.8
0.9
4.0
4.1

As of ~~November 24, 2017~~,August 27, 2021, there was ~~$10.4~~$8.9 of remaining unrecognized compensation ~~cost~~expense related to nonvested RSUs, which is expected to be recognized over a weighted-average period of 1.9 years.

~~The RSU activity for the~~ ~~nine months endedNovember 24, 2017~~ ~~is as follows:~~

Nonvested Units Total
Weighted-Average
Grant Date
Fair Value
per Unit
Nonvested as of February 24, 2017 1,731,507
$ 16.38
Granted 780,321
16.51
Vested (132,238 ) 16.94
Forfeited (32,088 ) 16.22
Nonvested as of November 24, 2017 2,347,502
$ 16.39

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The RSU activity for the six months ended August 27, 2021 is as follows:


8.	~~REPORTABLE SEGMENTS~~


Nonvested Units	Total	Weighted-Average Grant Date Fair Value per Unit
Nonvested as of February 26, 2021	2,285,965	$	12.11
Granted	839,818	14.45
Vested	(16,559)	14.00
Forfeited	(48,220)	12.57
Nonvested as of August 27, 2021	3,061,004	$	12.74

9. LEASES

We have operating leases for corporate offices, sales offices, showrooms, manufacturing facilities, vehicles and equipment that expire at various dates through 2031. Certain lease agreements include contingent rental payments based on per unit usage over contractual levels (e.g., miles driven or machine hours used) and others include rental payments adjusted periodically for inflationary indexes. Additionally, some leases include options to renew or terminate the leases which can be exercised at our discretion.

The components of lease expense are as follows:


	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Operating lease cost	$	13.2	$	12.9	$	26.3	$	26.0
Sublease rental income	(0.5)		(0.6)		(0.9)		(0.9)
	$	12.7	$	12.3	$	25.4	$	25.1

Supplemental cash flow and other information related to leases are as follows:


	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Cash flow information:
Operating cash flows used for operating leases	$	13.4	$	12.1	$	26.8	$	24.7
Leased assets obtained in exchange for new operating lease obligations	$	15.7	$	1.4	$	17.3	$	1.9

August 27,
2021

August 28,
2020

Other information:

Weighted-average remaining term

6.2 years

6.8 years

Weighted-average discount rate

3.7

4.0

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table summarizes the future minimum lease payments as of August 27, 2021:


Fiscal year ending in February	Amount (1)
2022	$	26.1
2023	48.4
2024	43.5
2025	41.2
2026	32.9
Thereafter	73.3
Total lease payments	$	265.4
Less: Interest	28.7
Present value of lease liabilities	$	236.7

(1)Lease payments include options to extend lease terms that are reasonably certain of being exercised. The payments exclude legally binding minimum lease payments for leases signed but not yet commenced.

10. REPORTABLE SEGMENTS

Our reportable segments consist of the Americas segment, the EMEA segment and the Other category. Unallocated corporate ~~costs~~expenses are reported as Corporate.

The Americas segment serves customers in the U.S., Canada, the Caribbean Islands and Latin America with a comprehensive portfolio of ~~integrated architecture,~~ furniture, architectural and technology products marketed to corporate, government, healthcare, education and retail customers through the Steelcase, Coalesse, Smith System, AMQ and ~~Turnstone~~Orangebox brands.

The EMEA segment serves customers in Europe, the Middle East and Africa primarily under the Steelcase, Orangebox and Coalesse brands, with ~~an emphasis on freestanding~~a comprehensive portfolio of furniture, ~~systems, storage~~architectural and ~~seating solutions.~~technology products.

The Other category includes Asia Pacific ~~Designtex~~ and ~~PolyVision.~~Designtex. Asia Pacific serves customers in ~~Asia~~Australia, China, India, Japan, Korea and ~~Australia~~other countries in Southeast Asia primarily under the Steelcase brand with ~~an emphasis on freestanding~~a comprehensive portfolio of furniture, ~~systems, seating~~architectural and ~~storage solutions.~~technology products. Designtex primarily sells textiles, wall coverings and surface imaging solutions specified by architects and designers directly to end-use customers through a direct sales force primarily in North America. ~~PolyVision manufactures ceramic steel surfaces~~

We primarily review and evaluate revenue and operating income by segment in both our internal review processes and for ~~use in various applications globally, including static whiteboards~~our external financial reporting. We also allocate resources primarily based on revenue and ~~chalkboards sold through third party fabricators and distributors to the primary and secondary education markets and architectural panels~~operating income. Total assets by segment include manufacturing and other ~~special applications sold through general contractors for commercial and infrastructure projects.~~assets associated with each segment.

Corporate costs include unallocated portions of shared service functions such as information technology, corporate facilities, finance, human resources, research, legal and customer aviation, plus deferred compensation expense and income or losses associated with COLI. Corporate assets consist primarily of unallocated cash ~~short-term investments~~ and ~~COLI.~~cash equivalents, COLI, fixed assets and right-of-use assets related to operating leases.

~~Revenue and operating income (loss) for the~~ ~~three and nine months endedNovember 24, 2017~~ ~~and~~ ~~November 25, 2016~~ ~~and total assets as of~~ ~~November 24, 2017~~ ~~and~~ ~~February 24, 2017~~ ~~by segment are presented below:~~

Three Months Ended Nine Months Ended
Reportable Segment Statement of Operations Data November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Revenue

Americas $ 552.8
$ 576.7
$ 1,656.3
$ 1,668.1

EMEA 141.1
135.5
372.4
373.6

Other 78.2
74.3
254.1
221.6

$ 772.1
$ 786.5
$ 2,282.8
$ 2,263.3

Operating income (loss)

Americas $ 47.6
$ 59.7
$ 147.1
$ 184.3

EMEA (3.3 ) 2.7
(15.5 ) (14.9 )
Other 2.6
3.1
15.9
8.8

Corporate (8.4 ) (10.9 ) (24.9 ) (28.4 )
$ 38.5
$ 54.6
$ 122.6
$ 149.8

Reportable Segment Balance Sheet Data November 24,
2017 February 24,
2017
Total assets

Americas $ 1,016.4
$ 960.7

EMEA 303.2
297.4

Other 211.2
191.1

Corporate 317.7
342.8

$ 1,848.5
$ 1,792.0

Table of Contents

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)


9.	~~SUBSEQUENT EVENT~~

~~On November~~Revenue and operating income (loss) for the three and six months ended August 27, 2021 and August 28, ~~2017, the Company announced the pending acquisition~~2020 and total assets as of ~~AMQ Solutions, a California-based provider of height adjustable desking, benching~~August 27, 2021 and ~~seating for workstations~~February 26, 2021 by segment are presented in the ~~open plan, collaborative environments~~following table:


	Three Months Ended				Six Months Ended
Reportable Segment Statement of Operations Data	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Revenue
Americas	$	523.3	$	631.2	$	899.6	$	965.1
EMEA	138.9		125.9		262.5		225.4
Other	62.6		61.7		119.3		111.1
	$	724.8	$	818.8	$	1,281.4	$	1,301.6
Operating income (loss)
Americas	$	44.7	$	94.6	$	29.7	$	71.1
EMEA	(1.6)		(3.5)		(7.3)		(28.1)
Other	(4.2)		1.1		(9.5)		(0.5)
Corporate	(5.0)		(3.6)		(10.8)		(6.2)
	$	33.9	$	88.6	$	2.1	$	36.3


Reportable Segment Balance Sheet Data	August 27, 2021		February 26, 2021
Total assets
Americas	$	1,093.9	$	1,015.3
EMEA	420.7		414.4
Other	212.9		211.3
Corporate	586.0		713.0
	$	2,313.5	$	2,354.0

Table of Contents

Item 2.Management’s Discussion and ~~training rooms. The proposed transaction includes the purchase~~Analysis of ~~all outstanding membership interests~~Financial Condition and Results of AMQ and certain assets of an affiliated company in an all cash transaction. The acquisition is expected to be completed during the Company's fourth quarter of 2018, subject to customary closing conditions and regulatory approvals.Operations:


~~Item 2.~~	~~Management’s Discussion and Analysis of Financial Condition and Results of Operations:~~

This management’s discussion and analysis of financial condition and results of operations should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended February ~~24, 2017~~.26, 2021. Reference to a year relates to the fiscal year, ended in February of the year indicated, rather than the calendar year, unless indicated by a specific date. Additionally, Q1, Q2, Q3 and Q4 reference the first, second, third and fourth quarter, respectively, of the fiscal year indicated. All amounts are in millions, except share and per share data, data presented as a percentage or as otherwise indicated.

Non-GAAP Financial Measures

This item contains certain non-GAAP financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the condensed consolidated statements of ~~income,~~operations, balance sheets or statements of cash flows of the company. Pursuant to the requirements of Regulation G, we have provided a reconciliation below of the non-GAAP financial measures to the most directly comparable GAAP financial measure.

The non-GAAP financial measures used ~~are:~~are (1) organic revenue growth (decline), which represents the change in revenue excluding ~~estimated currency translation effects and~~ the impacts of acquisitions and divestitures and estimated currency translation effects, and (2) adjusted operating income (loss), which represents operating income (loss) excluding goodwill impairment charges and restructuring ~~costs (benefits).~~costs. These measures are presented because management uses this information to monitor and evaluate financial results and trends. Therefore, management believes this information is also useful for investors.

Financial Summary

Our reportable segments consist of the Americas segment, the EMEA segment and the Other category. Unallocated corporate ~~costs~~expenses are reported as Corporate.

Results of Operations


	Three Months Ended								Six Months Ended
Statement of Operations Data	August 27, 2021				August 28, 2020				August 27, 2021				August 28, 2020
Revenue	$	724.8	100.0	%	$	818.8	100.0	%	$	1,281.4	100.0	%	$	1,301.6	100.0	%
Cost of sales	518.0		71.5		542.3		66.3		919.9		71.8		902.4		69.4
Restructuring costs	—		—		6.9		0.8		—		—		6.9		0.5
Gross profit	206.8		28.5		269.6		32.9		361.5		28.2		392.3		30.1
Operating expenses	172.9		23.8		172.3		21.0		359.4		28.0		329.7		25.3
Goodwill impairment charge	—		—		—		—		—		—		17.6		1.4
Restructuring costs	—		—		8.7		1.1		—		—		8.7		0.6
Operating income	33.9		4.7		88.6		10.8		2.1		0.2		36.3		2.8
Interest expense	(6.4)		(0.9)		(6.8)		(0.8)		(12.8)		(1.0)		(14.1)		(1.1)
Investment income	0.1		—		0.2		—		0.3		—		1.0		0.1
Other income, net	1.8		0.2		0.8		0.1		1.0		0.1		4.8		0.4
Income (loss) before income tax expense (benefit)	29.4		4.0		82.8		10.1		(9.4)		(0.7)		28.0		2.2
Income tax expense (benefit)	4.7		0.6		27.3		3.3		(6.0)		(0.4)		10.6		0.9
Net income (loss)	$	24.7	3.4	%	$	55.5	6.8	%	$	(3.4)	(0.3)	%	$	17.4	1.3	%
Earnings (loss) per share:
Basic	$	0.21			$	0.47			$	(0.03)			$	0.15
Diluted	$	0.21			$	0.47			$	(0.03)			$	0.15

Table of Contents

Three Months Ended Nine Months Ended
Statement of Operations Data November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Revenue $ 772.1
100.0 % $ 786.5
100.0 % $ 2,282.8
100.0 % $ 2,263.3
100.0 %
Cost of sales 520.3
67.4
524.6
66.7
1,529.8
67.0
1,504.3
66.5
Restructuring costs —
—
—
—
—
—
4.2
0.2
Gross profit 251.8
32.6
261.9
33.3
753.0
33.0
754.8
33.3
Operating expenses 213.3
27.6
207.5
26.4
630.4
27.6
604.5
26.7
Restructuring costs (benefits) —
—
(0.2 ) —
—
—
0.5
—
Operating income 38.5
5.0
54.6
6.9
122.6
5.4
149.8
6.6
Interest expense (4.3 ) (0.6 ) (4.3 ) (0.6 ) (13.0 ) (0.6 ) (12.9 ) (0.6 )
Investment income 0.3
—
0.4
0.1
1.1
—
1.2
0.1
Other income, net 3.2
0.5
4.1
0.5
6.1
0.3
8.0
0.4
Income before income tax expense 37.7
4.9
54.8
6.9
116.8
5.1
146.1
6.5
Income tax expense 12.0
1.6
13.6
1.7
36.1
1.6
47.3
2.1
Net income $ 25.7
3.3 % $ 41.2
5.2 % $ 80.7
3.5 % $ 98.8
4.4 %
Earnings per share:

Basic $ 0.22

$ 0.34

$ 0.68

$ 0.82

Diluted $ 0.22

$ 0.34

$ 0.67

$ 0.81


Q2 2022 Organic Revenue Growth (Decline)	Americas			EMEA			Other			Consolidated
Q2 2021 revenue	$	631.2		$	125.9		$	61.7		$	818.8
Dealer acquisition	13.1			—			—			13.1

Currency translation effects*	2.1			6.3			1.4			9.8
Q2 2021 revenue, adjusted	646.4			132.2			63.1			841.7
Q2 2022 revenue	523.3			138.9			62.6			724.8


Organic growth (decline) $	$	(123.1)		$	6.7		$	(0.5)		$	(116.9)
Organic growth (decline) %	(19)		%	5		%	(1)		%	(14)		%

* Currency translation effects represent the estimated net effect of translating Q2 2021 foreign currency revenues using the average exchange rates during Q2 2022.


Year-to-date 2022 Organic Revenue Growth (Decline)	Americas			EMEA			Other			Consolidated
Year-to-date 2021 revenue	$	965.1		$	225.4		$	111.1		$	1,301.6
Dealer acquisition	25.9			—			—			25.9

Currency translation effects*	4.2			16.4			3.2			23.8
Year-to-date 2021 revenue, adjusted	995.2			241.8			114.3			1,351.3
Year-to-date 2022 revenue	899.6			262.5			119.3			1,281.4


Organic growth (decline) $	$	(95.6)		$	20.7		$	5.0		$	(69.9)
Organic growth (decline) %	(10)		%	9		%	4		%	(5)		%

* Currency translation effects represent the estimated net effect of translating 2021 foreign currency revenues using the average exchange rates during 2022.

Q3 2018 Organic Revenue Growth (Decline) Americas EMEA Other Consolidated
Q3 2017 revenue $ 576.7
$ 135.5
$ 74.3
$ 786.5

Divestitures (3.3 ) (1.1 ) —
(4.4 )
Currency translation effects* 1.5
8.8
1.0
11.3

Q3 2017 revenue, adjusted 574.9
143.2
75.3
793.4

Q3 2018 revenue 552.8
141.1
78.2
772.1

Organic growth (decline) $ $ (22.1 ) $ (2.1 ) $ 2.9
$ (21.3 )
Organic growth (decline) % (4 )% (1 )% 4 % (3 )%

* Currency translation effects represent the estimated net effect of translating Q3 2017 foreign currency revenues using the average exchange rates during Q3 2018.


Reconciliation of Operating Income to Adjusted Operating Income	Three Months Ended								Six Months Ended
	August 27, 2021				August 28, 2020				August 27, 2021				August 28, 2020
Operating income	$	33.9	4.7	%	$	88.6	10.8	%	$	2.1	0.2	%	$	36.3	2.8	%
Add: Goodwill impairment charge	—		—		—		—		—		—		17.6		1.4
Add: Restructuring costs	—		—		15.6		1.9		—		—		15.6		1.1
Adjusted operating income	$	33.9	4.7	%	$	104.2	12.7	%	$	2.1	0.2	%	$	69.5	5.3	%

Year-to-Date 2018 Organic Revenue Growth (Decline) Americas EMEA Other Consolidated
Year-to-date 2017 revenue $ 1,668.1
$ 373.6
$ 221.6
$ 2,263.3

Divestitures (3.3 ) (2.9 ) —
(6.2 )
Currency translation effects* 0.8
4.7
0.6
6.1

Year-to-date 2017 revenue, adjusted 1,665.6
375.4
222.2
2,263.2

Year-to-date 2018 revenue 1,656.3
372.4
254.1
2,282.8

Organic growth (decline) $ $ (9.3 ) $ (3.0 ) $ 31.9
$ 19.6

Organic growth (decline) % (1 )% (1 )% 14 % 1 %

* Currency translation effects represent the estimated net effect of translating year-to-date 2017 foreign currency revenues using the average exchange rates during year-to-date 2018.

Three Months Ended Nine Months Ended
Reconciliation of Operating Income to
Adjusted Operating Income
November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Operating income $ 38.5
5.0 % $ 54.6
6.9 % $ 122.6
5.4 % $ 149.8
6.6 %
Add: restructuring costs (benefits) —
—
(0.2 ) —
—
—
4.7
0.2
Adjusted operating income $ 38.5
5.0 % $ 54.4
6.9 % $ 122.6
5.4 % $ 154.5
6.8 %

Overview

~~In Q3 2018,~~

During Q2 2022, we ~~posted a 2% revenue decline~~continued to see strengthening demand, and orders grew 24% compared to the prior year ~~driven by a 4% decline in the Americas, partially offset by 4% growth in EMEA~~ and ~~5% growth in the Other category.~~12% compared to Q1 2022. Revenue in the Americas in Q2 2021 benefited from strong beginning order backlog due to pandemic-related restrictions on manufacturing and delivery activities during Q1 2021. Revenue in the Americas in Q2 2022 was negatively impacted by ~~continued declines in legacy furniture applications~~at least $40 due to shipment delays caused by supply chain disruptions. During the quarter, our pipeline of project opportunities and ~~reduced demand~~requests for ~~day-to-day business. Orders for day-to-day business~~proposals in the Americas were flat in November compared to the prior year following significant declines earlier in the quarter. We have been receiving positive feedback from our customers and dealers from our new product introductions, partnership offerings and the pending acquisition of AMQ Solutions, and the number of large project opportunities and our project win rates have been increasing.

~~Operating income~~ declined compared to Q1 2022 as recent trends in the ~~prior year due~~COVID-19 pandemic caused some companies to ~~lower sales volume, increases in cost~~delay their return to the office.

Cost of sales as a percentage of revenue ~~and higher operating expenses.~~increased by 520 basis points in Q2 2022 compared to the prior year. The increase was driven by lower revenue, significant inflation in ~~operating expenses reflected continued investments~~steel and other commodities, and freight cost inefficiencies due to supply chain disruptions. We expect the inflationary pressures from steel and other commodities to continue to impact our cost of sales through 2022, but we expect our recent price increases to more fully offset these costs in product development, sales, marketing and information technology that support our strategies, including developing new products, enhancements and applications, expanding ancillary offerings and marketing partnerships, addressing product gaps and pursuing other areas for growth.2023.

~~Q3 2018~~Q2 2022 Compared to ~~Q3 2017~~Q2 2021

We recorded net income of ~~$25.7~~$24.7 and diluted earnings per share of ~~$0.22~~$0.21 in ~~Q3 2018~~Q2 2022 compared to net income of ~~$41.2~~$55.5 and diluted earnings per share of ~~$0.34~~$0.47 in ~~Q3 2017.~~the prior year. The ~~Q3 2017~~prior year results included ~~a benefit related to~~restructuring costs in the ~~outcome of a tax audit in EMEA that had a favorable impact on~~Americas, which decreased net income by $9.5 and diluted earnings per share ~~of $0.03.~~ by $0.08. Operating income of ~~$38.5~~$33.9 in ~~Q3 2018~~Q2 2022 decreased by $54.7 compared to ~~operating income~~the prior year, which included $15.6 of ~~$54.6 in Q3 2017.~~restructuring costs. The ~~Q3 2018 results were~~decrease was driven by lower revenue in the Americas and higher cost of sales as a percentage of ~~revenue in EMEA, and higher operating expenses globally. After adjusting for the impact~~revenue.

Table of ~~restructuring benefits in the prior year, operating income of $38.5 in Q3 2018 compared to adjusted operating income of $54.4 in Q3 2017.~~Contents

Revenue of ~~$772.1~~$724.8 in ~~Q3 2018~~Q2 2022 represented a decrease of ~~$14.4~~$94.0 or 2%11% compared to the prior year. Revenue declined by 17% in the Americas, while revenue grew by 10% in EMEA and 1% in the Other category compared to the prior year. Revenue in the Americas in Q2 2021 benefited from strong beginning order backlog due to pandemic-related restrictions during Q1 2021. Revenue in the Americas in Q2 2022 was negatively impacted by at least $40 due to shipment delays caused by supply chain disruptions. After adjusting for a $13.1 impact from a dealer acquisition and $9.8 of currency translation effects, the organic revenue decline was $116.9 or 14% compared to the prior year. The decrease in revenue was driven by lower revenue in the Americas, partially offset by growth of 4% in EMEA and 5% in the Other category. After adjusting for $11.3 of favorable currency translation effects and a $4.4 unfavorable impact due to divestitures, the organic revenue decline was ~~$21.3 or 3% compared to the prior year. On an organic basis, revenue~~19% in the Americas ~~declined by 4%, revenue in EMEA declined by~~and 1% ~~and revenue~~ in the Other category, ~~grew by 4%~~while EMEA posted 5% organic revenue growth compared to the prior year.

Cost of sales as a percentage of revenue increased by 70520 basis points ~~to 67.4% of revenue~~ in Q3 2018 compared to Q3 2017. The increase was driven by a 40 basis point increase in the Americas and a 210 basis point increase in EMEA. The increase in the Americas was driven by the impacts of unfavorable shifts in business mix, lower volume and approximately $1 of higher commodity costs, partially offset by benefits associated with cost reduction efforts. The increase in EMEA was driven by unfavorable out-of-period accounting adjustments in the current quarter compared to favorable items in the prior year; benefits from gross margin improvement initiatives were offset by various operational inefficiencies and higher commodity costs.

~~Operating expenses of $213.3 in Q3 2018 represented an increase of $5.8 or 120 basis points as a percentage of revenue~~Q2 2022 compared to the prior year. The increase was driven by lower revenue, approximately $20 of higher inflation costs, net of pricing benefits, and approximately $5 of higher freight cost inefficiencies due to supply chain disruptions. Cost of sales as a percentage of revenue increased ~~spending~~by 650 basis points in the Americas and by 420 basis points in the Other category, while EMEA improved by 120 basis points.

Operating expenses of $172.9 in Q2 2022 represented an increase of $0.6 compared to the prior year. The prior year ~~reflected investments~~included approximately $22 of lower employee costs as a result of temporary hour and pay reductions and gains of $4.1 from the sale of land. The current year included a $15.4 gain from the sale of land, approximately $10 of benefits related to workforce reductions in ~~product development, sales, marketing~~the prior year and ~~information technology in support of our strategies, partially offset by $8~~$12.4 of lower variable compensation, ~~expense.~~partially offset by approximately $6 of higher discretionary spending and $3.2 from an acquisition.

Our ~~effective tax rate in Q3 2018 was 31.8% compared to a Q3 2017~~Q2 2022 effective tax rate of ~~24.8%. The Q3 2018 rate was below the U.S. federal statutory~~16.0%, which included $3.8 of discrete tax benefits, compared to a Q2 2021 effective tax rate of ~~35% primarily due~~33.0%.

Year-to-date 2022 Compared to ~~favorable tax adjustments~~Year-to-date 2021

We recorded ~~in connection with filing our 2017 U.S. tax return. The Q3 2017 rate was below~~a year-to-date 2022 net loss of $3.4 and a diluted loss per share of $0.03, compared to year-to-date 2021 net income of $17.4 and diluted earnings per share of $0.15. In year-to-date 2021, the ~~U.S. federal statutory tax rate primarily due to~~results included: (1) a ~~benefit~~goodwill impairment charge related to the ~~outcome~~EMEA segment, which had the effect of ~~a tax audit in EMEA.~~

~~Year-to-Date 2018 Compared to Year-to-Date 2017~~

~~We recorded year-to-date 2018~~decreasing net income by $17.6 and diluted earnings per share by $0.15, and (2) restructuring costs due to workforce reductions in the Americas, which had the effect of ~~$80.7~~decreasing net income by $9.5 and diluted earnings per share by $0.08. Year-to-date 2022 operating income of $2.1 represented a decrease of $34.2 compared to ~~year-to-date 2017 net income of $98.8.~~the prior year. The ~~decline~~decrease was ~~driven by~~due to lower revenue in the Americas, higher cost of sales as a percentage of revenue and higher operating expenses, partially offset by ~~higher sales volume~~the impact of the goodwill impairment charge and restructuring costs in the prior year. Excluding the impact of the goodwill impairment charge and restructuring costs in the prior year, adjusted operating income decreased by $67.4 in year-to-date 2022 compared to year-to-date 2021.

Year-to-date 2022 revenue of $1,281.4 represented a decrease of $20.2 or 2% compared to year-to-date 2021. Revenue declined 7% in the Americas, while revenue grew by 16% in EMEA and 7% in the Other category. After adjusting for a $25.9 impact from a dealer acquisition and $23.8 of currency translation effects, the organic revenue decline was $69.9 or 5%. The organic revenue decline was 10% in the Americas, and organic revenue growth was 9% in EMEA and 4% in the Other category.

Cost of sales as a percentage of revenue increased by 240 basis points in year-to-date 2018 results reflected the net impact of the sale of property in Rosenheim, Germany and a favorable tax adjustment recorded in Q2 2018 which together increased diluted earnings per share by approximately $0.05, partially offset by the defined benefit plan annuitizations recorded in Q1 2018 which decreased diluted earnings per share by approximately $0.03.

~~Year-to-date 2018 revenue of $2,282.8 represented an increase of $19.5 or 1%~~2022 compared to year-to-date ~~2017.~~2021. The increase ~~in revenue~~ was driven by lower revenue, approximately $28 of higher ~~volume in the Other category, partially offset by lower volume in the Americas. After adjusting for $6.1~~inflation costs, net of ~~favorable currency translation effects~~pricing benefits, and ~~a $6.2 unfavorable impact~~approximately $5 of higher freight cost inefficiencies due to ~~divestitures, the organic revenue increase was $19.6 or 1%. On an organic basis,~~supply chain disruptions. Cost of sales as a percentage of revenue increased by ~~14%~~330 basis points in the Americas and by 430 basis points in the Other category, while ~~the Americas and~~ EMEA ~~each declined 1% compared to the prior year.~~improved by 210 basis points.

~~Cost~~Operating expenses of ~~sales increased by 50 basis points to 67.0% of revenue~~$359.4 in year-to-date ~~2018 compared to year-to-date 2017. The~~2022 represented an increase ~~was due to a 100 basis point increase in the Americas, partially offset by an improvement~~ of 150 basis points in the Other category. The increase in the Americas was driven by approximately $6 of higher commodity costs, investments in support of product development and manufacturing agility, unfavorable shifts in business mix and $3.4 of charges associated with the defined benefit plan annuitizations recorded in Q1 2018, partially offset by benefits associated with ongoing cost reduction efforts and $6.0 of lower warranty costs$29.7 compared to the prior year. The ~~improvement~~prior year included approximately $41 of lower employee costs as a result of temporary hour and pay reductions and gains of $6.7 from the sale of land. The current year included approximately $20 of benefits related to workforce reductions in the ~~Other category was~~prior year, a $15.4 gain from the sale of land and $6.7 of lower variable compensation (partially offset by $5.7 of higher variable compensation in Q1 2022 driven by the ~~impact~~timing of ~~higher sales volume.~~

~~Operating expenses~~when a portion of ~~$630.4~~stock compensation expense was recorded in ~~year-to-date 2018 represented an increase of $25.9 or 90 basis points as a percentage of revenue compared to~~ the prior ~~year. The increased spending compared to the prior year reflected investments in product development, sales, marketing and information technology,~~year), partially offset by approximately $10 of ~~lower variable compensation expense.~~

There were no restructuring costs in year-to-date 2018 compared to net restructuring costs of $4.7 in year-to-date 2017. The year-to-date 2017 amount included costs related to the closure of a manufacturing facility in High Point, North Carolina, the closure of a manufacturing facility in Durlangen, Germanyincreased discretionary spending and ~~the establishment of the Learning + Innovation Center in Munich, Germany.~~$6.0 from an acquisition.

Our year-to-date ~~2018~~2022 effective tax rate was ~~30.9%~~63.8% compared to a year-to-date ~~2017~~2021 effective tax rate of ~~32.4%~~37.9%. The year-to-date ~~2018 rate was below the U.S. federal statutory~~2022 effective tax rate reflected the impact of ~~35% primarily due to favorable~~our lower earnings and included $3.4 of discrete tax ~~adjustments~~benefits. The year-to-date 2021 effective tax rate reflected the non-deductible nature of the goodwill impairment charge recorded in ~~year-to-date 2018. The year-to-date 2017 rate was below the U.S. federal statutory tax rate of 35% due to the same factor as the quarter.~~Q1 2021.

Table of Contents

~~STEELCASE INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)~~

Interest Expense, Investment Income and Other Income, Net


	Three Months Ended				Six Months Ended
Interest Expense, Investment Income and Other Income, Net	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Interest expense	$	(6.4)	$	(6.8)	$	(12.8)	$	(14.1)
Investment income	0.1		0.2		0.3		1.0
Other income, net:
Equity in income of unconsolidated affiliates	1.0		2.1		2.3		4.0
Foreign exchange gain (loss)	(0.1)		(1.2)		(0.3)		(1.1)
Net periodic pension and post-retirement credit, excluding service cost	(0.1)		(0.1)		(0.3)		(0.1)
Miscellaneous income (expense), net	1.0		—		(0.7)		2.0
Total other income, net	1.8		0.8		1.0		4.8
Total interest expense, investment income and other income, net	$	(4.5)	$	(5.8)	$	(11.5)	$	(8.3)

Three Months Ended Nine Months Ended
Interest Expense, Investment Income and Other Income, Net November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Interest expense $ (4.3 ) $ (4.3 ) $ (13.0 ) $ (12.9 )
Investment income 0.3
0.4
1.1
1.2
Other income (expense), net:

Equity in income of unconsolidated affiliates 4.7
2.7
10.3
7.4
Foreign exchange gains (losses) (0.8 ) 2.1
(3.0 ) 2.8
Miscellaneous, net (0.7 ) (0.7 ) (1.2 ) (2.2 )
Total other income, net 3.2
4.1
6.1
8.0
Total interest expense, investment income and other income, net $ (0.8 ) $ 0.2
$ (5.8 ) $ (3.7 )
Interest expense in Q2 2021 and year-to-date 2021 included the impact of borrowings under our global credit facility in Q1 2021, which were repaid during Q2 2021. Other income, net in year-to-date 2021 included a $2.8 gain related to additional proceeds received in the prior year from the partial sale of an investment in an unconsolidated affiliate in 2018.

Business Segment Review

See Note 810 to the condensed consolidated financial statements for additional information regarding our business segments.

Americas


	Three Months Ended								Six Months Ended
Statement of Operations Data — Americas	August 27, 2021				August 28, 2020				August 27, 2021				August 28, 2020
Revenue	$	523.3	100.0	%	$	631.2	100.0	%	$	899.6	100.0	%	$	965.1	100.0	%
Cost of sales	372.6		71.2		408.1		64.7		645.1		71.7		660.4		68.4
Restructuring costs	—		—		6.9		1.0		—		—		6.9		0.7
Gross profit	150.7		28.8		216.2		34.3		254.5		28.3		297.8		30.9
Operating expenses	106.0		20.3		112.9		17.9		224.8		25.0		218.0		22.6

Restructuring costs	—		—		8.7		1.4		—		—		8.7		0.9
Operating income	$	44.7	8.5	%	$	94.6	15.0	%	$	29.7	3.3	%	$	71.1	7.4	%

Three Months Ended Nine Months Ended
Statement of Operations Data — Americas November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Revenue $ 552.8
100.0 % $ 576.7
100.0 % $ 1,656.3
100.0 % $ 1,668.1
100.0 %
Cost of sales 367.8
66.5
381.3
66.1
1,093.6
66.0
1,084.5
65.0
Restructuring costs —
—
—
—
—
—
2.6
0.2
Gross profit 185.0
33.5
195.4
33.9
562.7
34.0
581.0
34.8
Operating expenses 137.4
24.9
135.7
23.5
415.6
25.1
396.7
23.8
Restructuring costs —
—
—
—
—
—
—
—
Operating income $ 47.6
8.6 % $ 59.7
10.4 % $ 147.1
8.9 % $ 184.3
11.0 %


	Three Months Ended								Nine Months Ended
Reconciliation of Operating Income to Adjusted Operating Income — Americas	November 24, 2017				November 25, 2016				November 24, 2017				November 25, 2016				Reconciliation of Operating Income to Adjusted Operating Income — Americas	Three Months Ended								Six Months Ended
Reconciliation of Operating Income to Adjusted Operating Income — Americas																		August 27, 2021				August 28, 2020				August 27, 2021				August 28, 2020
	$	47.6	8.6	%	$	59.7	10.4	%	$	147.1	8.9	%	$	184.3	11.0	%	Operating income	$	44.7	8.5	%	$	94.6	15.0	%	$	29.7	3.3	%	$	71.1	7.4	%
Add: restructuring costs	—		—		—		—		—		—		2.6		0.2

Add: Restructuring costs																	Add: Restructuring costs	—		—		15.6		2.4		—		—		15.6		1.6
Adjusted operating income	$	47.6	8.6	%	$	59.7	10.4	%	$	147.1	8.9	%	$	186.9	11.2	%	Adjusted operating income	$	44.7	8.5	%	$	110.2	17.4	%	$	29.7	3.3	%	$	86.7	9.0	%

Operating income in the Americas ~~decreased~~declined by ~~$12.1 and $37.2, respectively,~~$49.9 in ~~Q3 2018 and year-to-date 2018~~Q2 2022 compared to the prior year. The decline ~~in the quarter~~ was driven by lower ~~volume~~revenue and ~~higher operating expenses. The year-to-date results were driven by the same factors as the quarter, as well as~~ higher cost of sales as a percentage of ~~revenue. After adjusting for~~revenue, partially offset by lower operating expenses and $15.6 of restructuring costs related to workforce reductions in the prior year. Excluding the impact of the restructuring costs in the prior year, adjusted operating income decreased by $65.5 in Q2 2022 compared to the prior year. Operating income in year-to-date 2022 represented a decrease of $41.4 compared to year-to-date 2021. The decrease was driven by lower revenue, higher cost of sales as a percentage of revenue and higher operating expenses, partially offset by the restructuring costs in the prior year. Excluding the impact of restructuring costs in

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the prior year, ~~operating income of $47.6 and $147.1 in Q3 2018 and~~ year-to-date ~~2018, respectively, compared to~~2022 adjusted operating income represented a decrease of ~~$59.7 and $186.9 in~~$57.0 compared to the prior year.

The Americas revenue represented ~~71.6%~~72.2% of consolidated revenue in ~~Q3 2018. Revenue for Q3 2018 was $552.8 compared to $576.7 in Q3 2017. The 4%~~Q2 2022. Q2 2022 revenue of $523.3 represented a decrease ~~in revenue was driven by continued declines in revenue associated with legacy furniture applications and reduced demand for day-to-day business. After adjusting for $1.5~~ of ~~favorable currency translation effects and a $3.3 unfavorable impact due to a divestiture, the organic revenue decrease in Q3 2018 was $22.1~~$107.9 or 4%17% compared to the prior year.

Revenue in Q2 2021 benefited from strong beginning order backlog due to pandemic-related restrictions during Q1 2021. Revenue in Q2 2022 was negatively impacted by at least $40 due to shipment delays caused by supply chain disruptions. After adjusting for a $13.1 impact from a dealer acquisition and $2.1 of currency translation effects, the organic revenue decline was $123.1 or 19% compared to the prior year. Year-to-date ~~2018~~2022 revenue of ~~$1,656.3~~$899.6 represented a decrease of ~~$11.8~~$65.5 or 7% compared to year-to-date ~~2017.~~2021. The 1% decrease was driven by reduced industry demand as a result of the ~~same factors as~~COVID-19 pandemic and the ~~quarter.~~impact of shipment delays caused by supply chain disruptions on our revenue in Q2 2022. After adjusting for ~~$0.8~~a $25.9 impact from a dealer acquisition and $4.2 of ~~favorable~~ currency translation effects, ~~and a $3.3 unfavorable impact due to a divestiture,~~ the ~~year-to-date 2018~~ organic revenue ~~decrease~~decline was ~~$9.3~~$95.6 or 1%10% compared to the prior year.

Cost of sales as a percentage of revenue increased 40by 650 basis points in Q3 2018 compared to Q3 2017. The increase in the Americas was driven by the impacts of unfavorable shifts in business mix, lower volume and approximately $1 of higher commodity costs, partially offset by benefits associated with cost reduction efforts. Year-to-date 2018 cost of sales represented an increase of 100 basis pointsQ2 2022 compared to the prior ~~year and~~year. The increase was driven by approximately $6$17 of higher ~~commodity~~inflation costs, net of pricing benefits, and approximately $5 of higher ~~investments in support~~freight cost inefficiencies due to supply chain disruptions. Cost of product development and manufacturing agility, unfavorable shifts in business mix, and $3.4 of charges associated with the defined benefit plan annuitizations, partially offset by benefits associated with ongoing cost reduction efforts and $6.0 of lower warranty costs compared to the prior year.

~~Operating expenses in Q3 2018 increased by $1.7, or 140 basis points~~sales as a percentage of revenue increased by 330 basis points in year-to-date 2022 compared to year-to-date 2021. The increase was driven by approximately $24 of higher inflation costs, net of pricing benefits, and approximately $5 of higher freight cost inefficiencies due to supply chain disruptions.

Operating expenses in Q2 2022 decreased by $6.9 compared to the prior year. The prior year ~~primarily due~~included approximately $17 of lower employee costs as a result of temporary hour and pay reductions and gains of $4.1 from the sale of land. The current year included a $15.4 gain from the sale of land, approximately $10 of benefits related to ~~approximately $11~~workforce reductions in the prior year and $9.6 of ~~higher investments in product development, sales, marketing and information technology that support our product development and growth strategies,~~lower variable compensation, partially offset by approximately $7$4 of higher discretionary spending and $3.2 from an acquisition. Operating expenses in year-to-date 2022 increased by $6.8 compared to year-to-date 2021. The prior year included approximately $30 of lower employee costs as a result of temporary hour and pay reductions and gains of $6.7 from the sale of land. The current year included approximately $20 of benefits related to workforce reductions in the prior year, a $15.4 gain from the sale of land and $5.3 of lower variable compensation ~~expense and an approximately $2 favorable impact from a divestiture. Operating expenses increased~~(partially offset by ~~$18.9, or 130 basis points as a percentage~~$4.3 of ~~revenue,~~higher variable compensation in ~~year-to-date 2018 compared to the prior year and was~~Q1 2022 driven by the ~~same factors as the quarter.~~

~~There were no restructuring costs~~timing of when a portion of stock compensation expense was recorded in the ~~Americas in Q3 2018 or Q3 2017. There were no restructuring costs recorded~~prior year), partially offset by $6.0 from an acquisition and approximately $4 of higher discretionary spending in the ~~Americas in year-to-date 2018 compared to restructuring costs of $2.6 in year-to-date 2017 associated with the closure of the High Point manufacturing facility.~~current year.

EMEA

The EMEA segment serves customers in Europe, the Middle East and Africa primarily under the Steelcase, Orangebox and Coalesse brands, with ~~an emphasis on freestanding~~a comprehensive portfolio of furniture, ~~systems, seating~~architectural and ~~storage solutions.~~technology products.


	Three Months Ended								Six Months Ended
Statement of Operations Data — EMEA	August 27, 2021				August 28, 2020				August 27, 2021				August 28, 2020
Revenue	$	138.9	100.0	%	$	125.9	100.0	%	$	262.5	100.0	%	$	225.4	100.0	%
Cost of sales	101.4		73.0		93.4		74.2		190.9		72.7		168.7		74.8

Gross profit	37.5		27.0		32.5		25.8		71.6		27.3		56.7		25.2
Operating expenses	39.1		28.2		36.0		28.6		78.9		30.1		67.2		29.9
Goodwill impairment charge	—		—		—		—		—		—		17.6		7.8

Operating loss	$	(1.6)	(1.2)	%	$	(3.5)	(2.8)	%	$	(7.3)	(2.8)	%	$	(28.1)	(12.5)	%


Reconciliation of Operating Loss to Adjusted Operating Loss — EMEA	Three Months Ended								Six Months Ended
	August 27, 2021				August 28, 2020				August 27, 2021				August 28, 2020
Operating loss	$	(1.6)	(1.2)	%	$	(3.5)	(2.8)	%	$	(7.3)	(2.8)	%	$	(28.1)	(12.5)	%
Add: Goodwill impairment charge	—		—		—		—		—		—		17.6		7.8

Adjusted operating loss	$	(1.6)	(1.2)	%	$	(3.5)	(2.8)	%	$	(7.3)	(2.8)	%	$	(10.5)	(4.7)	%

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Three Months Ended Nine Months Ended
Statement of Operations Data — EMEA November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Revenue $ 141.1
100.0 % $ 135.5
100.0 % $ 372.4
100.0 % $ 373.6
100.0 %
Cost of sales 101.9
72.2
95.0
70.1
273.3
73.4
274.3
73.4
Restructuring costs —
—
—
—
—
—
1.6
0.4
Gross profit 39.2
27.8
40.5
29.9
99.1
26.6
97.7
26.2
Operating expenses 42.5
30.1
38.0
28.1
114.6
30.8
112.1
30.0
Restructuring costs (benefits) —
—
(0.2 ) —
—
—
0.5
0.2
Operating income (loss) $ (3.3 ) (2.3 )% $ 2.7
1.8 % $ (15.5 ) (4.2 )% $ (14.9 ) (4.0 )%

Reconciliation of Operating Income (Loss) to Adjusted Operating Income (Loss) — EMEA Three Months Ended Nine Months Ended
November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Operating income (loss) $ (3.3 ) (2.3 )% $ 2.7
1.8 % $ (15.5 ) (4.2 )% $ (14.9 ) (4.0 )%
Add: restructuring costs (benefits) —
—
(0.2 ) —
—
—
2.1
0.6
Adjusted operating income (loss) $ (3.3 ) (2.3 )% $ 2.5
1.8 % $ (15.5 ) (4.2 )% $ (12.8 ) (3.4 )%

~~Operating results~~The operating loss in EMEA ~~declined~~improved by $1.9 in ~~Q3 2018 and year-to-date 2018~~Q2 2022 compared to the prior year. The ~~decline in Q3 2018~~improvement was driven by higher revenue and lower cost of sales as a percentage of revenue, ~~and~~partially offset by higher operating expenses. The operating loss in EMEA in year-to-date ~~decline was driven~~2022 improved by ~~higher operating expenses, which included a $4.0 gain on the sale of the Rosenheim property recorded in Q2 2018.~~

EMEA revenue represented 18.3% of consolidated revenue in Q3 2018. Revenue for Q3 2018 was $141.1 compared to $135.5 in Q3 2017. The increase in revenue was driven primarily by favorable currency translation effects and higher revenue in Iberia, partially offset by a decline in the United Kingdom and the Middle East. After adjusting for $8.8 of favorable currency translation effects and a $1.1 unfavorable impact due to divestitures, the organic revenue decline was $2.1 or 1%. For year-to-date 2018, revenue declined slightly$20.8 compared to the prior year, which included a $17.6 goodwill impairment charge related to our Orangebox U.K. reporting unit. Adjusted for the goodwill impairment charge, the operating loss improved by $3.2 driven by higher revenue and lower cost of sales as ~~growth in Eastern Europe and the Middle East was more than~~a percentage of revenue, partially offset by ~~lower volume~~higher operating expenses.

EMEA revenue represented 19.2% of consolidated revenue in ~~Germany, Central Europe and France.~~Q2 2022. Q2 2022 revenue of $138.9 represented an increase of $13.0 or 10% compared to the prior year. The increase was primarily driven by Orangebox. After adjusting for $6.3 of currency translation effects, the organic revenue growth was $6.7 or 5% compared to the prior year. Year-to-date 2022 revenue increased by $37.1 or 16% compared to the prior year. The increase was broad-based across most markets. After adjusting for $16.4 of currency translation effects, the organic revenue growth was $20.7 or 9% compared to the prior year.

Cost of sales as a percentage of revenue ~~increased 210~~decreased by 120 basis points ~~to 72.2% of revenue~~ in ~~Q3 2018~~Q2 2022 compared to the prior year. The ~~increase in EMEA~~improvement was driven by ~~unfavorable out-of-period accounting adjustments~~higher revenue and $1.4 from favorable shifts in ~~the current quarter~~business mix, partially offset by approximately $2 of higher inflation costs, net of pricing benefits. Cost of sales as a percentage of revenue decreased by 210 basis points in year-to-date 2022 compared to year-to-date 2021. The improvement was driven by higher revenue and $2.9 of favorable ~~items~~shifts in business mix, partially offset by approximately $3 of higher inflation costs, net of pricing benefits.

Operating expenses in Q2 2022 increased by $3.1 compared to the prior year, which included approximately $2 of lower employee costs as a result of temporary hour and pay reductions in the prior year. ~~Benefits from gross margin improvement initiatives were offset~~The remaining increase was driven by ~~various operational inefficiencies and~~approximately $1 of higher ~~commodity costs.~~discretionary spending. Year-to-date ~~2018 cost of sales was 73.4% of revenue which is consistent with the prior year.~~

~~Operating~~2022 operating expenses ~~in Q3 2018 and year-to-date 2018~~ increased by ~~$4.5~~$11.7 compared to year-to-date 2021, which included approximately $5 of lower employee costs as a result of temporary hour and ~~$2.5, respectively, compared to~~pay reductions in the prior year. The ~~increase in Q3 2018 reflected higher costs related to a sales and dealer conference, product development, our new Learning + Innovation Center in Munich, and severance. The year-to-date 2018~~remaining increase was driven by ~~the same factors as the quarter, partially offset by a $4.0 gain on the sale~~approximately $4 of ~~the Rosenheim property.~~

~~There were no restructuring costs in EMEA in Q3 2018 compared to restructuring benefits~~unfavorable currency translation effects and approximately $2 of $0.2 in Q3 2017. The restructuring benefits in Q3 2017 represented favorable adjustments to employee separation costs relating to the establishment of the Learning + Innovation Center in Munich. There were no restructuring costs in EMEA in year-to-date 2018 compared to restructuring costs of $2.1 in year-to-date 2017. The restructuring costs in year-to-date 2017 were associated with the closure of the Durlangen manufacturing facility and the establishment of the Learning + Innovation Center in Munich.higher discretionary spending.

Other


	Three Months Ended								Six Months Ended
Statement of Operations Data — Other	August 27, 2021				August 28, 2020				August 27, 2021				August 28, 2020
Revenue	$	62.6	100.0	%	$	61.7	100.0	%	$	119.3	100.0	%	$	111.1	100.0	%
Cost of sales	44.0		70.3		40.8		66.1		83.9		70.3		73.3		66.0

Gross profit	18.6		29.7		20.9		33.9		35.4		29.7		37.8		34.0
Operating expenses	22.8		36.4		19.8		32.1		44.9		37.7		38.3		34.5


Operating income (loss)	$	(4.2)	(6.7)	%	$	1.1	1.8	%	$	(9.5)	(8.0)	%	$	(0.5)	(0.5)	%

The Other category posted an operating loss of $4.2 in ~~various applications globally, including static whiteboards~~Q2 2022 compared to operating income of $1.1 in the prior year. The decline in operating results in the current year was driven by higher cost of sales as a percentage of revenue and ~~chalkboards sold through third party fabricators and distributors~~higher operating expenses. Year-to-date 2022 operating results decreased by $9.0 compared to the ~~primary and secondary education markets and architectural panels and other special applications sold through general contractors for commercial and infrastructure projects.~~

Three Months Ended Nine Months Ended
Statement of Operations Data — Other November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Revenue $ 78.2
100.0 % $ 74.3
100.0 % $ 254.1
100.0 % $ 221.6
100.0 %
Cost of sales 50.6
64.7
48.3
64.9
162.9
64.1
145.5
65.6
Restructuring costs —
—
—
—
—
—
—
—
Gross profit 27.6
35.3
26.0
35.1
91.2
35.9
76.1
34.4
Operating expenses 25.0
32.0
22.9
30.8
75.3
29.6
67.3
30.4
Restructuring costs —
—
—
—
—
—
—
—
Operating income $ 2.6
3.3 % $ 3.1
4.3 % $ 15.9
6.3 % $ 8.8
4.0 %

Three Months Ended Nine Months Ended
Reconciliation of Operating Income to Adjusted Operating Income — Other November 24,
2017 November 25,
2016 November 24,
2017 November 25,
2016
Operating income $ 2.6
3.3 % $ 3.1
4.3 % $ 15.9
6.3 % $ 8.8
4.0 %
Add: restructuring costs —
—
—
—
—
—
—
—
Adjusted operating income $ 2.6
3.3 % $ 3.1
4.3 % $ 15.9
6.3 % $ 8.8
4.0 %

prior year, driven by the same factors as the quarter.

Revenue in the Other category represented ~~10.1%~~8.6% of consolidated revenue in ~~Q3 2018. Revenue in Q3 2018 increased $3.9~~Q2 2022. Q2 2022 revenue of $62.6 represented an increase of $0.9 or 5%1% compared to the prior year as strengthened demand in China was largely offset by India and ~~reflected growth from all three businesses.~~Southeast Asia, which were negatively impacted by the COVID-19 pandemic. After adjusting for $1.4 of currency translation effects, the organic revenue decline was $0.5 or 1% compared to the prior year. Year-to-date ~~2018~~2022 revenue of ~~$254.1~~$119.3 represented an increase of ~~$32.5~~$8.2 or ~~15%~~7% compared to the prior year. The increase ~~included growth from all three businesses, with particular strength coming from Asia Pacific (led~~was driven by China, Australia, Japan, and Designtex, partially offset by India and ~~China).~~

~~Operating results in~~Southeast Asia, driven by the ~~Other category declined slightly in Q3 2018~~same factors as the quarter. After adjusting for $3.2 of currency translation effects, the organic revenue growth was $5.0 or 4% compared to the prior year. ~~Lower operating performance~~

Table of Contents

Cost of sales as a percentage of revenue increased by 420 basis points in ~~Asia Pacific~~Q2 2022 compared to the prior year. The increase was ~~partially offset~~driven by ~~improved operating performance at PolyVision. Operating results~~inefficiencies associated with pandemic-related disruptions and approximately $1 of higher inflation costs, net of pricing benefits. Cost of sales as a percentage of revenue increased by 430 basis points in year-to-date ~~2018 were~~2022 compared to the prior year. The increase was driven by ~~strong performance~~the same factors as the quarter.

Operating expenses in ~~Asia Pacific, partially offset~~Q2 2022 increased by ~~lower income at Designtex~~$3.0 compared to the prior year, which included ~~$3.0~~approximately $3 of ~~charges related~~lower employee costs as a result of temporary pay reductions in the prior year. Operating expenses for year-to-date 2022 increased by $6.6 compared to the ~~defined benefit plan annuitizations in Q1 2018.~~prior year, driven by the same factors as the quarter.

Corporate

Corporate ~~costs~~expenses include unallocated portions of shared service functions such as information technology, corporate facilities, finance, human resources, research, legal and customer aviation, plus deferred compensation expense and income or losses associated with COLI.


	Three Months Ended				Nine Months Ended					Three Months Ended				Six Months Ended
Statement of Operations Data — Corporate	November 24, 2017		November 25, 2016		November 24, 2017		November 25, 2016		Statement of Operations Data — Corporate	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Operating expenses	$	8.4	$	10.9	$	24.9	$	28.4	Operating expenses	$	5.0	$	3.6	$	10.8	$	6.2

The ~~decrease~~increase in operating expenses in Q3 2018 was primarily due to higher COLI income, partially offset by higher deferred compensation expense. The decrease in year-to-date 2018 operating expenses was primarily due to lower deferred compensation expense and higher COLI incomeQ2 2022 compared to the prior ~~year.~~year was driven by lower COLI income, higher employee costs as a result of temporary hour and pay reductions in the prior year and higher discretionary spending. The increase in operating expenses in year-to-date 2022 was driven by the same factors as the quarter.

Liquidity and Capital Resources

~~Based on current business conditions, we target a range of $75 to $150 in cash~~Cash and cash equivalents ~~and short-term investments~~are used to fund day-to-day operations, including seasonal disbursements, particularly the annual payment of accrued variable compensation and retirement plan contributions in Q1 of each fiscal year. During normal business conditions, we target a range of $75 to $175 in cash and cash equivalents to fund operating requirements. In addition, we may carry additional liquidity for potential investments in strategic initiatives and as a cushion against economic ~~volatility.~~volatility, and from time to time, we may allow our cash and cash equivalents to temporarily fall below our targeted range to fund acquisitions and other growth initiatives.


Liquidity Sources	August 27, 2021		February 26, 2021
Cash and cash equivalents	$	360.7	$	489.8

Company-owned life insurance	169.8		169.5
Availability under credit facilities	265.5		265.9
Total liquidity sources available	$	796.0	$	925.2

Liquidity Sources November 24,
2017 February 24,
2017
Cash and cash equivalents $ 244.1
$ 197.1
Short-term investments —
73.4
Company-owned life insurance 170.5
168.8
Availability under credit facilities 152.1
150.3
Total liquidity $ 566.7
$ 589.6

As of ~~November 24, 2017~~,August 27, 2021, we held a total of ~~$244.1~~$360.7 in cash and cash ~~equivalents and no short-term investments. The short-term investments we held at the end of Q2 2018 were converted to cash and cash equivalents in Q3 2018 primarily to fund a pending acquisition.~~ equivalents. Of ~~our~~that total, ~~$244.1 in cash and cash equivalents, approximately 76%~~81% was located in the U.S. and the remaining ~~24%~~19% was located ~~outside of the U.S.,~~ primarily in China (including Hong ~~Kong, France,~~Kong), Mexico, the U.K., Malaysia, Singapore and ~~China. The majority of amounts located outside the U.S. would be taxable if repatriated to the U.S. as dividends. However, such amounts~~India.

COLI investments are ~~considered available to repay intercompany debt, available to meet local working capital requirements or permanently reinvested in foreign subsidiaries.~~

recorded at their net cash surrender value. Our investments in COLI policies are intended to be utilized as a long-term funding source for long-term ~~employee~~ benefit obligations. However, COLI can also be used as a source of ~~liquidity for other purposes.~~liquidity. We believe the financial strength of the issuing insurance companies associated with our COLI policies is sufficient to meet their obligations. ~~COLI investments are recorded at their net cash surrender value.~~

Availability under credit facilities may be reduced related to compliance with applicable covenants. See Liquidity Facilities for more information.

Table of Contents

The following table summarizes our ~~condensed consolidated statements~~Condensed Consolidated Statements of ~~cash flows~~Cash Flows for the ~~nine~~six months ended ~~November 24, 2017~~August 27, 2021 and ~~November 25, 2016:~~August 28, 2020:


	Six Months Ended
Cash Flow Data	August 27, 2021		August 28, 2020
Net cash provided by (used in):
Operating activities	$	(61.6)	$	44.9
Investing activities	(6.5)		(6.0)
Financing activities	(59.9)		(63.8)
Effect of exchange rate changes on cash and cash equivalents	(0.6)		0.2
Net decrease in cash, cash equivalents and restricted cash	(128.6)		(24.7)
Cash, cash equivalents and restricted cash, beginning of period	495.6		547.1
Cash, cash equivalents and restricted cash, end of period	$	367.0	$	522.4

Nine Months Ended
Cash Flow Data November 24,
2017 November 25,
2016
Net cash provided by (used in):

Operating activities $ 95.1
$ 104.0
Investing activities 30.5
(50.5 )
Financing activities (81.3 ) (94.1 )
Effect of exchange rate changes on cash and cash equivalents 2.7
(2.2 )
Net increase (decrease) in cash and cash equivalents 47.0
(42.8 )
Cash and cash equivalents, beginning of period 197.1
181.9
Cash and cash equivalents, end of period $ 244.1
$ 139.1

~~Cash provided by operating activities~~

Nine Months Ended
Cash Flow Data — Operating Activities November 24,
2017 November 25,
2016
Net income $ 80.7
$ 98.8
Depreciation and amortization 47.7
44.7
Deferred income taxes (6.3 ) 5.2
Non-cash stock compensation 15.5
16.6
Other (10.4 ) (6.3 )
Changes in accounts receivable, inventories and accounts payable (32.1 ) (9.9 )
Changes in VAT recoverable 8.2
19.3
Changes in employee compensation liabilities (44.2 ) (41.5 )
Changes in other operating assets and liabilities 36.0
(22.9 )
Net cash provided by operating activities $ 95.1
$ 104.0

The increased use of working capital in the current period was driven primarily by increases in accounts receivable from direct sell customers which have longer payment terms and increases in inventory to support new product launches and ensure continuity of supply. Changes in other operating assets and liabilities and deferred income taxes were primarily driven by timing of payments and collections related to various tax accounts and accrued expenses.

Cash provided by (used in) operating activities


	Six Months Ended
Cash Flow Data — Operating Activities	August 27, 2021		August 28, 2020
Net income (loss)	$	(3.4)	$	17.4
Depreciation and amortization	41.2		43.3
Goodwill impairment charge	—		17.6
Restructuring costs	—		15.6
Changes in accounts receivable, inventories and accounts payable	(45.3)		21.3
Employee compensation liabilities	(30.7)		(120.8)
Employee benefit obligations	(14.9)		(24.9)
Customer deposits	14.0		74.3
Changes in other operating assets and liabilities	(22.5)		1.1
Net cash provided by (used in) operating activities	$	(61.6)	$	44.9

Annual payments related to accrued variable compensation and retirement plan contributions totaled $50.4 in year-to-date 2022 compared to $148.0 in year-to-date 2021. In year-to-date 2022, we used cash in working capital, driven by increased accounts receivable and inventory. In year-to-date 2021, we generated cash from working capital, driven by collections on accounts receivable, and we offered deposit incentives to our dealers which drove a significant increase in customer deposits.

Cash used in investing activities


	Nine Months Ended							Six Months Ended
Cash Flow Data — Investing Activities	November 24, 2017			November 25, 2016			Cash Flow Data — Investing Activities	August 27, 2021		August 28, 2020
Capital expenditures	$	(58.3	)	$	(40.4	)	Capital expenditures	$	(31.8)	$	(18.0)
Purchases of investments	(52.1		)	(94.3		)
Liquidations of investments	125.6			82.6
Proceeds from disposal of fixed assets							Proceeds from disposal of fixed assets	16.8		7.1
Other	15.3			1.6			Other	8.5		4.9
Net cash provided by (used in) investing activities	$	30.5		$	(50.5	)
Net cash used in investing activities							Net cash used in investing activities	$	(6.5)	$	(6.0)

Capital expenditures in year-to-date ~~2018 included~~2022 primarily related to investments in ~~our global~~ manufacturing operations, information technology, customer-facing facilities and product ~~development and the new Learning + Innovation Center in Munich.~~

~~Liquidations of short-term investments~~development. Capital expenditures were higher compared to year-to-date 2021 due to reduced spending in the prior year as a result of the COVID-19 pandemic. Proceeds from the disposal of fixed assets in year-to-date ~~2018 due~~2022 primarily related to $16.6 of proceeds from the ~~conversion~~sale of ~~short-term investments to cash and cash equivalents in Q3 2018 primarily to fund a pending acquisition.~~

land. Other investing activities in year-to-date ~~2018~~2022 included $6.4 of proceeds from ~~a divestiture~~COLI policy maturities. Other investing activities in ~~Q3 2018 and fixed asset disposals~~year-to-date 2021 included $3.3 of additional proceeds from the partial sale of an investment in Q2an unconsolidated affiliate in 2018.


	Six Months Ended
Cash Flow Data — Financing Activities	August 27, 2021		August 28, 2020
Dividends paid	$	(29.2)	$	(20.1)
Common stock repurchases	(30.9)		(42.3)
Borrowings on lines of credit	—		250.0
Repayments on lines of credit	—		(250.0)
Other	0.2		(1.4)
Net cash used in financing activities	$	(59.9)	$	(63.8)

We paid dividends of ~~$0.1275~~$0.10 and $0.145 per common share in ~~each of~~ Q1 ~~2018,~~2022 and Q2 ~~2018~~2022, respectively, and ~~Q3 2018~~$0.07 and ~~$0.12~~$0.10 per common share in Q1 ~~2017,~~2021 and Q2 ~~2017 and Q3 2017.~~2021, respectively.

In year-to-date ~~2018,~~2022, we ~~made~~repurchased 2,227,000 shares of Class A common stock, ~~repurchases of 2,393,969 shares, 393,969~~359,527 of which were made to satisfy participants' tax withholding obligations upon the ~~vesting~~issuance of shares under equity awards, pursuant to the terms of ~~the~~our Incentive Compensation Plan. In year-to-date ~~2017,~~2021, we ~~made~~repurchased 3,244,594 shares of Class A common stock, ~~repurchases of 3,506,661 shares, 506,661~~244,594 of which were made to satisfy participants' tax withholding obligations upon the ~~vesting~~issuance of shares under equity ~~awards.~~awards, pursuant to the terms of our Incentive Compensation Plan.

As of ~~the end of Q3 2018,~~August 27, 2021, we had ~~$99.2~~$29.9 of remaining availability under the $150 share repurchase program approved by our Board of Directors in Q4 2016.

Off-Balance Sheet Arrangements

During ~~Q3 2018~~,Q2 2022, no material change in our off-balance sheet arrangements occurred.

During ~~Q3 2018,~~Q2 2022, no material change in our contractual obligations occurred.

Liquidity Facilities

Our total liquidity facilities as of ~~November 24, 2017~~August 27, 2021 were:

We have a ~~$125~~$250.0 global committed ~~five-year~~ bank facility ~~which was entered into~~ in ~~Q3 2017.~~effect through 2025. As of ~~November 24, 2017,~~August 27, 2021, there were no borrowings outstanding under the facility, there were $5.9 of guarantees and letters of credit which reduced our availability, ~~was not limited,~~ and we were in compliance with all covenants under the facility.

We have a $12.5 committed bank facility related to a subsidiary, which has current availability of $6.0 based on eligible accounts receivable of the subsidiary. As of August 27, 2021, $2.9 was outstanding under the facility.

The various uncommitted lines may be changed or canceled by the ~~banks~~applicable lenders at any time. There were no borrowings outstanding ~~borrowings~~ under the uncommitted facilities as of ~~November 24, 2017.~~August 27, 2021.

In addition to the available capacity reflected in the table above, we have revolving credit agreements totaling ~~$46.0~~$28.6 which can be utilized to support bank guarantees, letters of credit ~~bank guarantees~~ or foreign exchange ~~contracts;~~contracts. As of August 27, 2021, we had $7.4 in outstanding letters of credit and bank guarantees ~~totaling $11.3 were outstanding under such facilities as of November 24, 2017.~~against these agreements. There were no draws onagainst our ~~standby~~ letters of credit during ~~Q3 2018.~~year-to-date 2022 or year-to-date 2021.

Our significant funding requirements include ~~a pending acquisition,~~ operating expenses, non-cancelable operating lease obligations, capital expenditures, variable compensation and retirement plan contributions, dividend payments and debt service obligations.

We ~~currently~~have flexibility over some of these uses of cash, including capital expenditures and discretionary operating expenses, to preserve our liquidity position. We expect capital expenditures to ~~approximate $80~~total approximately $65 to ~~$90~~$75 in ~~2018~~2022 compared to ~~$61~~$41.3 in 2017. This amount includes investments in our global manufacturing operations, product development and the new Learning + Innovation Center in Munich. We closely manage capital spending to ensure we are making investments that we believe will sustain our business and preserve our ability to introduce innovative new products.2021.

On ~~December 19, 2017,~~September 22, 2021, we announced a quarterly dividend on our common stock of ~~$0.1275~~$0.145 per share, or approximately ~~$15.1,~~$17, to be paid in ~~Q4 2018.~~Q3 2022. Future dividends will be subject to approval by our Board of Directors.

Critical Accounting Estimates

During ~~Q3 2018,~~Q2 2022, there have been no changes in the items that we have identified as critical accounting estimates.

Recently Issued Accounting Standards

See Note 2 to the condensed consolidated financial statements.

Forward-looking Statements

From time to time, in written and oral statements, we discuss our expectations regarding future events and our plans and objectives for future operations. These forward-looking statements discuss goals, intentions and expectations as to future trends, plans, events, results of operations or financial condition, or state other information relating to us, based on current beliefs of management as well as assumptions made by, and information currently available to, us. Forward-looking statements generally are accompanied by words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “possible,” “potential,” “predict,” “project,”" "target” or other similar words, phrases or expressions. Although we believe these forward-looking statements are reasonable, they are based upon a number of assumptions concerning future conditions, any or all of which may ultimately prove to be inaccurate. Forward-looking statements involve a number of risks and uncertainties that could cause actual results to vary from our expectations because of factors such as, but not limited to, competitive and general economic conditions domestically and internationally; acts of terrorism, war, governmental action, natural disasters, pandemics and other Force Majeure events; cyberattacks; the COVID-19 pandemic and the actions taken by various governments and third parties to combat the pandemic; changes in the legal and regulatory environment; changes in raw ~~materials~~material, commodity and ~~commodity~~other input costs; currency fluctuations; changes in customer demand; and the other risks and contingencies detailed in this Report, our most recent Annual Report on Form 10-K and our other filings with the Securities and Exchange Commission. We undertake no obligation to update, amend, or clarify forward-looking statements, whether as a result of new information, future events, or otherwise.

The nature of market risks (i.e., the risk of loss arising from adverse changes in market rates and prices) faced by us as of ~~November 24, 2017~~August 27, 2021 is the same as disclosed in our Annual Report on Form 10-K for the year ended February ~~24, 2017~~.26, 2021. We are exposed to market risks from foreign currency exchange, interest rates, commodity prices and fixed income and equity prices, which could affect our operating results, financial position and cash flows.

Foreign Exchange Risk

During ~~Q3 2018~~,Q2 2022, no material change in foreign exchange risk occurred.

During ~~Q3 2018~~,Q2 2022, no material change in interest rate risk occurred.

Commodity Price Risk

During ~~Q3 2018~~,Q2 2022, no material change in commodity price risk occurred.

Fixed Income and Equity Price Risk

During ~~Q3 2018~~,Q2 2022, no material change in fixed income and equity price risk occurred.

(a) Disclosure Controls and Procedures. Our management, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended (the ~~“Exchange Act”~~"Exchange Act")), as of ~~November 24, 2017~~.August 27, 2021. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of ~~November 24, 2017~~,August 27, 2021, our disclosure controls and procedures were effective in (1) recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports that we file or submit under the Exchange Act and (2) ensuring that information required to be disclosed by us in such reports is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

(b) Internal Control Over Financial Reporting. There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) orand 15d-15(f) under the Exchange Act) during our ~~third~~second fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Table of Contents


~~Item 2.~~	~~Unregistered Sales of Equity Securities and Use of Proceeds:~~

The following is a summary of share repurchase activity during ~~Q3 2018~~:Q2 2022:


Period	(a) Total Number of Shares Purchased	(b) Average Price Paid per Share		(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)	(d) Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs (1) (in millions)
5/29/2021 - 7/2/2021	343,326	$	14.73	342,425	$	51.4
7/3/2021 - 7/30/2021	1,239,220	$	14.16	1,236,014	$	33.9
7/31/2021 - 8/27/2021	291,258	$	13.74	289,034	$	29.9
Total	1,873,804	(2)		1,867,473

Period
(a)
Total Number of
Shares Purchased
(b)
Average Price
Paid per Share
(c)
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans
or Programs (1)
(d)
Approximate Dollar
Value of Shares
that May Yet be
Purchased
Under the Plans
or Programs (1)
(in millions)
8/26/2017 - 9/29/2017 —
$ —
—
$ 99.2
9/30/2017 - 10/27/2017 31,450
$ 14.82
—
$ 99.2
10/28/2017 - 11/24/2017 3,805
$ 14.37
—
$ 99.2
Total 35,255
(2) —

* Management contract or compensatory plan or arrangement.

(1) Filed as Exhibit ~~Index.~~10.1 to the Company's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on July 16, 2021, (commission file number 001-13873), and incorporated herein by reference.

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

~~Exhibit Index~~September 24, 2021



~~Exhibit~~ ~~No.~~	~~Description~~

~~31.1~~	~~Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002~~
~~31.2~~	~~Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002~~
~~32.1~~	~~Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002~~
~~101.INS~~	~~XBRL Instance Document~~
~~101.SCH~~	~~XBRL Schema Document~~
~~101.CAL~~	~~XBRL Calculation Linkbase Document~~
~~101.LAB~~	~~XBRL Labels Linkbase Document~~
~~101.PRE~~	~~XBRL Presentation Linkbase Document~~
~~101.DEF~~	~~XBRL Definition Linkbase Document~~



Michigan		38-0819050
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
901 44th Street SE
Grand Rapids,	Michigan	49508
(Address of principal executive offices)		~~49508~~ (Zip Code)


		Page No.

PART I	Financial Information	1
Item 1.	Financial Statements (Unaudited)	1
	Condensed Consolidated Statements of ~~Income~~Operations for the Three and ~~Nine~~ Six Months Ended ~~November 24, 2017~~August 27 , 2021 and ~~November 25, 2016~~August 28 , 2020	1
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and ~~Nine~~Six Months Ended ~~November 24, 2017~~August 27 , 2021 and ~~November 25, 2016~~August 28 , 2020	2
	Condensed Consolidated Balance Sheets as of ~~November 24, 2017~~August 27 , 2021 and February ~~24, 2017~~26, 2021	3
	Condensed Consolidated Statements of Changes in Shareholders' Equity for the Three and Six Months Ended August 27 , 2021 and August 28 , 2020	4
	Condensed Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~November 24, 2017~~August 27 , 2021 and ~~November 25, 2016~~August 28 , 2020	45
	Notes to Condensed Consolidated Financial Statements	56
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1417
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2426
Item 4.	Controls and Procedures	2427

PART II	Other Information	2527
Item 1A.	Risk Factors	27
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2528
Item 6.	Exhibits	2529
Signatures		2630
~~Exhibit Index~~		27


Product Category Data	Three Months Ended				Six Months Ended
	August 27, 2021		August 28, 2020		August 27, 2021		August 28, 2020
Americas
Desking, benching, systems and storage	$	244.3	$	310.7	$	429.4	$	479.1
Seating	165.5		195.0		283.7		291.5
Other (1)	113.5		125.5		186.5		194.5
EMEA
Desking, benching, systems and storage	41.7		47.9		96.5		91.8
Seating	55.7		45.8		89.6		76.8
Other (1)	41.5		32.2		76.4		56.8
Other
Desking, benching, systems and storage	14.5		10.4		25.3		21.1
Seating	16.2		18.7		30.7		30.9
Other (1)	31.9		32.6		63.3		59.1
	$	724.8	$	818.8	$	1,281.4	$	1,301.6


								FY22 Award		FY21 Award				FY20 Award
	2018 Awards		2017 Awards		2016 Awards			Tranche 1		Tranche 2		Tranche 1		Tranche 3		Tranche 2		Tranche 1
Three-year risk-free interest rate (1)	1.4	%	0.9	%	0.8	%
Risk-free interest rate (1)							Risk-free interest rate (1)	0.3	%	0.2	%	0.2	%	0.1	%	0.1	%	2.3	%
Expected term	3 years		3 years		3 years		Expected term	3 years		2 years		2 years		1 year		1 year		3 years
Estimated volatility (2)	31.8	%	31.2	%	29.4	%	Estimated volatility (2)	53.5	%	61.3	%	58.1	%	56.1	%	74.1	%	32.5	%



þ☑						QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


3.	~~EARNINGS PER SHARE~~Customer Deposits
Balance as of February 26, 2021	$	33.7
Recognition of revenue related to beginning of year customer deposits	(25.7)
Customer deposits received, net of revenue recognized during the period	39.4
Balance as of August 27, 2021	$	47.4



	Three Months Ended						Nine Months Ended
Computation of Earnings per Share	November 24, 2017			November 25, 2016			November 24, 2017			November 25, 2016
Net income	$	25.7		$	41.2		$	80.7		$	98.8
Adjustment for earnings attributable to participating securities	(0.6		)	(0.8		)	(1.6		)	(1.9		)
Net income used in calculating earnings per share	$	25.1		$	40.4		$	79.1		$	96.9
Weighted-average common shares outstanding including participating securities (in millions)	118.4			120.4			119.4			121.1
Adjustment for participating securities (in millions)	(2.4		)	(2.4		)	(2.3		)	(2.4		)
Shares used in calculating basic earnings per share (in millions)	116.0			118.0			117.1			118.7
Effect of dilutive stock-based compensation (in millions)	0.2			0.4			0.2			0.5
Shares used in calculating diluted earnings per share (in millions)	116.2			118.4			117.3			119.2
Earnings per share:
Basic	$	0.22		$	0.34		$	0.68		$	0.82
Diluted	$	0.22		$	0.34		$	0.67		$	0.81
Total common shares outstanding at period end (in millions)	116.1			117.3			116.1			117.3

Anti-dilutive performance units excluded from the computation of diluted earnings per share (in millions)	0.5			0.3			0.5			0.3



	November 24, 2017
Fair Value of Financial Instruments	Level 1		Level 2			Level 3		Total
Assets:
Cash and cash equivalents	$	244.1	$	—		$	—	$	244.1
Restricted cash	2.5		—			—		2.5
Foreign exchange forward contracts	—		0.9			—		0.9
Auction rate securities	—		—			3.9		3.9
	$	246.6	$	0.9		$	3.9	$	251.4
Liabilities:
Foreign exchange forward contracts	—		(1.6		)	—		(1.6		)
	$	—	$	(1.6	)	$	—	$	(1.6	)



	February 24, 2017
Fair Value of Financial Instruments	Level 1		Level 2			Level 3		Total
Assets:
Cash and cash equivalents	$	197.1	$	—		$	—	$	197.1
Restricted cash	2.5		—			—		2.5
Managed investment portfolio and other investments
Corporate debt securities	—		33.6			—		33.6
U.S. agency debt securities	—		18.6			—		18.6
Asset backed securities	—		3.7			—		3.7
U.S. government debt securities	2.4		—			—		2.4
Municipal debt securities	—		15.1			—		15.1
Foreign exchange forward contracts	—		3.5			—		3.5
Auction rate securities	—		—			3.5		3.5
	$	202.0	$	74.5		$	3.5	$	280.0
Liabilities:
Foreign exchange forward contracts	$	—	$	(0.9	)	$	—	$	(0.9	)
	$	—	$	(0.9	)	$	—	$	(0.9	)



Roll-Forward of Fair Value Using Level 3 Inputs	Auction Rate Securities
Balance as of February 24, 2017	$	3.5
Unrealized gain on investments	0.4
Balance as of November 24, 2017	$	3.9


6.Roll-Forward of Fair Value Using Level 3 Inputs	~~INVENTORIES~~Auction Rate Security
Balance as of February 26, 2021	$	2.6
Unrealized gain on investment	0.2

Balance as of August 27, 2021	$	2.8



Inventories	November 24, 2017		February 24, 2017
Raw materials and work-in-process	$	87.8	$	79.6
Finished goods	117.4		101.7
	205.2		181.3
Revaluation to LIFO	18.9		18.2
	$	186.3	$	163.1


~~(1)~~	~~Based on the U.S. government bond benchmark on the grant date.~~


~~(2)~~	~~Represents the historical price volatility of the Company’s common stock for the three-year period preceding the grant date.~~


Maximum Number of Shares That May Be Issued Under Nonvested Units	Total	Weighted-Average Grant Date Fair Value per Unit		Maximum Number of Shares That May Be Issued Under Nonvested Units	Total	Weighted-Average Grant Date Fair Value per Unit
Nonvested as of February 24, 2017	916,420	$	19.31
Nonvested as of February 26, 2021				Nonvested as of February 26, 2021	898,156	$	14.06
Granted	309,000	21.77		Granted	1,019,517	14.38
Nonvested as of November 24, 2017	1,225,420	$	19.93

Nonvested as of August 27, 2021				Nonvested as of August 27, 2021	1,917,673	$	14.23


1.	~~BASIS OF PRESENTATION~~


2.	~~NEW ACCOUNTING STANDARDS~~


5.	~~FAIR VALUE~~



Liquidity Facilities	November 24, 2017
Global committed bank facility	$	125.0
Various uncommitted lines	27.1
Total credit lines available	152.1
Less: Borrowings outstanding	—
Available capacity	$	152.1


~~Item 3.~~	~~Quantitative and Qualitative Disclosures About Market Risk:~~


~~(1)~~Exhibit No.			In January 2016, the Board of Directors approved a share repurchase program permitting the repurchase of up to $150 of shares of our common stock. This program has no specific expiration date. On October 27, 2017, we entered into a stock repurchase agreement with a third party broker under which the broker was authorized to repurchase up to 2 million shares of our common stock on our behalf during the period from from October 27, 2017 through March 22, 2018. The agreement was established in accordance with Rule 10b5-1 of the Exchange Act. Shares purchased under the agreement are part of the Company's share repurchase program approved in January 2016.Description


~~(2)~~10.1*			~~All of these shares were repurchased to satisfy participants’ tax withholding obligations upon the vesting of equity awards, pursuant to the terms of our~~ Steelcase Inc. Incentive Compensation ~~Plan.~~


~~Item 6.~~10.2*			~~Exhibits:~~ Steelcase Inc. Incentive Compensation Plan Form of Restricted Stock Units Agreement (FY 2022) revised July 2021
31.1			Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2			Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1			Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS			Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH			Inline XBRL Schema Document
101.CAL			Inline XBRL Calculation Linkbase Document
101.LAB			Inline XBRL Labels Linkbase Document
101.PRE			Inline XBRL Presentation Linkbase Document
101.DEF			Inline XBRL Definition Linkbase Document
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)



By:			/s/ ~~Mark T. Mossing~~Robin L. Zondervan
			~~Mark T. Mossing~~ Robin L. Zondervan Vice President, Corporate Controller ~~and~~ & Chief Accounting Officer (Duly Authorized Officer and Principal Accounting Officer)