Form SC 13G KNOLL INC Filed by: INTEGRATED CORE STRATEGIES (US) LLC
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E-mailSCHEDULE 13G UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes).
SCHEDULE 13G
Page of
1
Integrated Core Strategies (US) LLC2 3 4
Delaware
5
-0-6
3,380,7307
-0-8
3,380,730
9
3,380,73010 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o11
6.7%12 TYPE OF REPORTING PERSON
OO
SCHEDULE 13G
Page of
1
ICS Opportunities II LLC2 3 4
Cayman Islands
5
-0-6
28,8487
-0-8
28,848
9
28,84810 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o11
0.1%12 TYPE OF REPORTING PERSON
OO
SCHEDULE 13G
Page of
1
Millennium International Management LP2 3 4
Delaware
5
-0-6
28,8487
-0-8
28,848
9
28,84810 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o11
0.1%12 TYPE OF REPORTING PERSON
PN
SCHEDULE 13G
Page of
1
Millennium Management LLC2 3 4
Delaware
5
-0-6
3,409,5787
-0-8
3,409,578
9
3,409,57810 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o11
6.7%12 TYPE OF REPORTING PERSON
OO
SCHEDULE 13G
Page of
1
Millennium Group Management LLC2 3 4
Delaware
5
-0-6
3,409,5787
-0-8
3,409,578
9
3,409,57810 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o11
6.7%12 TYPE OF REPORTING PERSON
OO
SCHEDULE 13G
Page of
1
Israel A. Englander2 3 4
United States
5
-0-6
3,409,5787
-0-8
3,409,578
9
3,409,57810
o11
6.7%12
IN
SCHEDULE 13G
Page of
Item 1. (a) Name of Issuer: Knoll, Inc., a Delaware corporation (the "Issuer"). (b) Address of Issuer’s Principal Executive Offices: 1235 Water Street
East Greenville, Pennsylvania 18041(a) Name of Person Filing: (b) Address of Principal Business Office: (c) Citizenship: Integrated Core Strategies (US) LLC
c/o Millennium Management LLC
399 Park Avenue
New York, New York 10022
Citizenship: DelawareICS Opportunities II LLC
c/o Millennium International Management LP
399 Park Avenue
New York, New York 10022
Citizenship: Cayman IslandsMillennium International Management LP
399 Park Avenue
New York, New York 10022
Citizenship: DelawareMillennium Management LLC
399 Park Avenue
New York, New York 10022
Citizenship: DelawareMillennium Group Management LLC
399 Park Avenue
New York, New York 10022
Citizenship: DelawareIsrael A. Englander
c/o Millennium Management LLC
399 Park Avenue
New York, New York 10022
Citizenship: United States(d) Title of Class of Securities: common stock, par value $0.01 per share ("Common Stock") (e) CUSIP Number: 498904200
SCHEDULE 13G
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Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a:
(a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) o An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
SCHEDULE 13G
Page of
(g) o A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); (h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) o Group, in accordance with §240.13d-1(b)(1)(ii)(J). Item 4. Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a) Amount Beneficially Owned:
As of the close of business on June 8, 2021:
i) Integrated Core Strategies (US) LLC, a Delaware limited liability company ("Integrated Core Strategies"), beneficially owned 3,380,730 shares of the Issuer’s Common Stock; and
ii) ICS Opportunities II LLC, a Cayman Islands limited liability company ("ICS Opportunities II"), beneficially owned 28,848 shares of the Issuer’s Common Stock, which together with the shares of the Issuer’s Common Stock beneficially owned by Integrated Core Strategies represented 3,409,578 shares of the Issuer’s Common Stock or 6.7% of the Issuer’s Common Stock outstanding.
Millennium International Management LP, a Delaware limited partnership ("Millennium International Management"), is the investment manager to ICS Opportunities II and may be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities II.
Millennium Management LLC, a Delaware limited liability company ("Millennium Management"), is the general partner of the managing member of Integrated Core Strategies and may be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies. Millennium Management is also the general partner of the 100% owner of ICS Opportunities II and may also be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities II.
Millennium Group Management LLC, a Delaware limited liability company ("Millennium Group Management"), is the managing member of Millennium Management and may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies. Millennium Group Management is also the general partner of Millennium International Management and may also be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities II.
The managing member of Millennium Group Management is a trust of which Israel A. Englander, a United States citizen ("Mr. Englander"), currently serves as the sole voting trustee. Therefore, Mr. Englander may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies and ICS Opportunities II.
The foregoing should not be construed in and of itself as an admission by Millennium International Management, Millennium Management, Millennium Group Management or Mr. Englander as to beneficial ownership of the securities owned by Integrated Core Strategies or ICS Opportunities II, as the case may be.
(b) Percent of Class:
As of the close of business on June 8, 2021, Millennium Management, Millennium Group Management and Mr. Englander may be deemed to have beneficially owned 3,409,578 shares of the Issuer’s Common Stock or 6.7% of the Issuer’s Common Stock outstanding (see Item 4(a) above), which percentage was calculated based on 50,812,680 shares of the Issuer’s Common Stock outstanding as of May 6, 2021, as reported in the Issuer’s Form 10-Q filed on May 7, 2021.
SCHEDULE 13G
Page of (c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote-0-
(ii) Shared power to vote or to direct the vote
3,409,578 (See Item 4(b))
(iii) Sole power to dispose or to direct the disposition of
-0-
(iv) Shared power to dispose or to direct the disposition of
3,409,578 (See Item 4(b))
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o .
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group
See Exhibit I.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
SCHEDULE 13G
Page of Exhibits:
Exhibit I: Joint Filing Agreement, dated as of June 8, 2021, by and among Integrated Core Strategies (US) LLC, ICS Opportunities II LLC, Millennium International Management LP, Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander.
SCHEDULE 13G
Page of SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.
Dated: June 8, 2021
INTEGRATED CORE STRATEGIES (US) LLC
By: Integrated Holding Group LP,
its Managing Member
By: Millennium Management LLC,
its General PartnerName: Gil Raviv
Title: Global General Counsel
ICS OPPORTUNITIES II LLC
By: Millennium International Management LP,
its Investment ManagerName: Gil Raviv
Title: Global General Counsel
MILLENNIUM INTERNATIONAL MANAGEMENT LP
Name: Gil Raviv
Title: Global General Counsel
MILLENNIUM MANAGEMENT LLC
Name: Gil Raviv
Title: Global General Counsel
MILLENNIUM GROUP MANAGEMENT LLC
Name: Gil Raviv
Title: Global General Counsel
Israel A. Englander
SCHEDULE 13G
Page of EXHIBIT I JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, par value $0.01 per share, of Knoll, Inc., a Delaware corporation, will be filed on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Dated: June 8, 2021
INTEGRATED CORE STRATEGIES (US) LLC
By: Integrated Holding Group LP,
its Managing Member
By: Millennium Management LLC,
its General PartnerName: Gil Raviv
Title: Global General Counsel
ICS OPPORTUNITIES II LLC
By: Millennium International Management LP,
its Investment ManagerName: Gil Raviv
Title: Global General Counsel
MILLENNIUM INTERNATIONAL MANAGEMENT LP
Name: Gil Raviv
Title: Global General Counsel
MILLENNIUM MANAGEMENT LLC
Name: Gil Raviv
Title: Global General Counsel
MILLENNIUM GROUP MANAGEMENT LLC
Name: Gil Raviv
Title: Global General Counsel
Israel A. Englander
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