Every 8-K that American Woodmark Corp (AMWD) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow AMWD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full AMWD filings page.
American Woodmark has been acquired by MasterBrand in an all-stock merger. On May 28, 2026, MasterBrand’s Maple Merger Sub merged into American Woodmark, making American Woodmark a wholly owned subsidiary. Each American Woodmark share was converted into 5.150 shares of MasterBrand common stock, plus cash for any fractional shares.
American Woodmark’s restricted and performance-based equity awards were generally converted into MasterBrand equity awards based on the same 5.150 exchange ratio, while certain 2023 executive options and PSUs were cancelled with no payout. American Woodmark terminated its existing credit agreement and will have its shares delisted from Nasdaq effective May 29, 2026, followed by deregistration and suspension of SEC reporting.
MasterBrand and American Woodmark expect the combined cabinetry company to achieve approximately $90 million in annual run-rate cost synergies by the end of year three and to be accretive to adjusted diluted earnings per share in year two. Pre-closing MasterBrand shareholders hold approximately 63% of the combined company, which continues under the MasterBrand name and NYSE ticker “MBC.”
American Woodmark Corporation reports a key regulatory milestone for its planned merger with MasterBrand, Inc.. On May 22, 2026, the Federal Trade Commission closed its investigation into the proposed merger and the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act expired.
With U.S. antitrust review completed, American Woodmark now expects to close the transaction on or about May 28, 2026, subject to remaining customary closing conditions. The company also outlines extensive forward-looking statement and risk factor cautions around potential delays, integration challenges, costs, and the possibility that anticipated synergies may not be fully realized.
American Woodmark Corporation is winding down and closing its Monterrey, Mexico plant in response to low market demand and higher input and tariff costs. Operations will be consolidated into its Pacifico plant in Tijuana and, where appropriate, shifted from Mexico to the United States, with the consolidation planned to be substantially completed by June 30, 2026.
Excluding one-time items, the company expects the Mexico Plant Consolidation to generate approximately $7.5 million in annual cost savings beginning in fiscal 2027 by lowering tariff, labor and overhead costs and improving asset and labor efficiency. American Woodmark currently estimates total one-time cash and non-cash charges of approximately $36.0 million to $40.0 million, mostly in fiscal 2027, with additional charges extending into fiscal years ended April 30, 2029 and April 30, 2030.
American Woodmark Corporation provides an update on its pending merger with MasterBrand, Inc. The companies continue to work with the U.S. Federal Trade Commission toward regulatory clearance, and still expect the merger to close in the second quarter of 2026, subject to remaining conditions.
In line with the Merger Agreement, MasterBrand’s board approved expanding from eight to eleven directors at the merger’s effective time and appointed Andrew Cogan, Philip Fracassa and Daniel Hendrix to fill the new seats. Because of the pending merger, American Woodmark does not plan to issue its usual May earnings release or hold a conference call for fiscal 2026 and fourth-quarter results, and instead expects to release those results with its Form 10-K filing in late June 2026 if the merger has not yet closed.
American Woodmark reported a weak third fiscal quarter 2026 as housing demand softened and tariffs weighed on results. Net sales fell 18.4% to $324.3 million, and the company posted a net loss of $28.7 million, or $(1.97) per diluted share, including a $30.1 million non-cash goodwill impairment.
Adjusted EPS was $0.45 versus $1.05 a year earlier, and Adjusted EBITDA dropped to $21.6 million, or 6.7% of net sales, from $38.4 million, or 9.7%. For the first nine months, net sales declined 14.3% to $1,122.0 million, with a $8.0 million net loss and Adjusted EBITDA of $103.5 million, down from $161.5 million.
As of January 31, 2026, the company had $28.3 million in cash, total debt of $369.1 million, and net leverage of 2.26. Free cash flow for the first nine months was $2.1 million, and the company repurchased 209,757 shares for $12.4 million. Management is focused on cost reductions, tariff mitigation, and closing the pending merger with MasterBrand, Inc., and will not hold an earnings call or provide updated guidance.
American Woodmark Corporation filed a current report to announce that it released its financial results for the second quarter of fiscal 2026, which ended on October 31, 2025. The company issued a press release on November 25, 2025 describing its results of operations and financial condition for this period, and that press release is included as Exhibit 99.1 to the report and incorporated by reference. The filing is primarily administrative, formally notifying the market that the earnings information has been publicly released.
American Woodmark (AMWD) reported an FTC Second Request tied to its planned merger with MasterBrand. On November 7, 2025, both companies received a Request for Additional Information under the Hart-Scott-Rodino Act. This extends the HSR waiting period until 30 days after substantial compliance, unless the period is terminated sooner by the FTC or extended by agreement.
The companies said they will work cooperatively with the FTC to secure regulatory clearance, and the merger remains subject to other customary closing conditions. American Woodmark and MasterBrand currently expect the transaction to close in early 2026.
American Woodmark reported that its shareholders approved the merger agreement with MasterBrand, under which Maple Merger Sub will merge into American Woodmark and the company will survive as a wholly owned subsidiary of MasterBrand.
At the special meeting, 12,717,195 votes were cast for the merger, 166,817 against, and 64,427 abstained. A quorum was present with 12,948,439 shares represented. As of the record date of September 22, 2025, shares outstanding were 14,568,987. Shareholders also approved, on a non-binding basis, the transaction-related executive compensation proposal with 9,363,639 for, 3,479,390 against, and 105,410 abstentions. The companies issued a joint press release announcing the voting results.
American Woodmark Corporation and MasterBrand have moved the proposed merger forward: the joint Registration Statement was declared effective by the SEC on September 25, 2025, and both companies filed final proxy/prospectus documents and began mailing the definitive joint proxy statement/prospectus on September 25, 2025. The companies state they continue to cooperate with the Federal Trade Commission and used a routine withdraw-and-refile of a pre-merger HSR notification to obtain an additional 30-day antitrust review period.
The parties continue to expect to close the Merger in early 2026, subject to HSR clearance, adoption of the merger agreement by American Woodmark shareholders, approval by MasterBrand stockholders of the share issuance, and satisfaction or waiver of other customary closing conditions. The filing directs investors to read the Registration Statement and definitive joint proxy statement/prospectus for full details and to obtain free copies from the SEC or each company’s investor website.
American Woodmark Corporation filed an 8-K stating that on August 26, 2025 it issued a press release announcing results for its first quarter of fiscal year 2026, the quarter ended July 31, 2025. The company says the press release is attached to the filing as Exhibit 99.1 and is incorporated by reference into the 8-K. No financial figures, guidance, or management commentary are included within the 8-K text provided; the filing only notifies investors that the quarter results were released in the attached press release.