AMERICAN WOODMARK (AMWD) SVP awarded 2,608 performance-based shares

Rhea-AI Filing Summary

AMERICAN WOODMARK CORP senior vice president Robert J. Adams Jr. received 2,608 shares of common stock as a grant tied to cultural-based restricted stock units. The award reflects achievement of performance conditions from units originally granted on June 1, 2023.

These restricted stock units remain subject to an additional service-based vesting requirement that runs through June 1, 2026. After this acquisition, Adams directly holds 47,182 shares of American Woodmark common stock, highlighting ongoing equity-based compensation aligned with longer-term employment and performance.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Adams Robert J JR

Role SVP Chief Manuf & Supp Chain

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,608	$0.00	--

Holdings After Transaction: Common Stock — 47,182 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares granted: 2,608 shares Total holdings after grant: 47,182 shares Original RSU grant date: June 1, 2023 +1 more

4 metrics

Shares granted 2,608 shares Performance-based restricted stock unit award

Total holdings after grant 47,182 shares Common stock directly held after transaction

Original RSU grant date June 1, 2023 Cultural-based restricted stock units originally awarded

Service vesting end date June 1, 2026 Additional service-based vesting requirement expiration

Key Terms

restricted stock units, performance conditions, service-based vesting requirement

3 terms

restricted stock units financial

"Reflects the achievement of the performance conditions applicable to cultural-based restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance conditions financial

"Reflects the achievement of the performance conditions applicable to cultural-based restricted stock units"

service-based vesting requirement financial

"These restricted stock units are subject to an additional service-based vesting requirement"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Adams Robert J JR

(Last) (First) (Middle)

561 SHADY ELM ROAD

(Street)

WINCHESTER VIRGINIA 22602

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN WOODMARK CORP [ AMWD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP Chief Manuf & Supp Chain

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/20/2026		A		2,608(1)	A	$0	47,182	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects the achievement of the performance conditions applicable to cultural-based restricted stock units, which were originally awarded on June 1, 2023. These restricted stock units are subject to an additional service-based vesting requirement, which will expire on June 1, 2026.

Remarks:

	Jan L. Symons, Attorney-In-Fact	05/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did AMWD executive Robert J. Adams Jr. report?

Robert J. Adams Jr. reported acquiring 2,608 shares of AMERICAN WOODMARK CORP common stock. The shares came from cultural-based restricted stock units that vested upon achieving performance conditions tied to an award originally granted on June 1, 2023.

What is the size of the equity award reported for AMWD executive Robert Adams?

The reported equity award for Robert Adams totals 2,608 shares of AMERICAN WOODMARK CORP common stock. These shares result from performance-based restricted stock units, providing stock compensation that aligns his interests with company performance and long-term shareholder value.

How many AMWD shares does Robert Adams hold after this Form 4 transaction?

After this transaction, Robert Adams directly holds 47,182 shares of AMERICAN WOODMARK CORP common stock. This figure reflects his updated ownership following the 2,608-share grant from performance-based restricted stock units linked to prior cultural-based awards.

What are the vesting conditions on Robert Adams’s AMWD restricted stock units?

The restricted stock units for Robert Adams vested on performance conditions but still require service-based vesting until June 1, 2026. This means he must remain employed through that date for full ownership, reinforcing long-term retention and alignment with company goals.

When were the AMWD cultural-based restricted stock units originally granted to Robert Adams?

The cultural-based restricted stock units were originally granted to Robert Adams on June 1, 2023. Their performance conditions have now been achieved, resulting in a 2,608-share award that continues to vest based on additional service requirements through June 1, 2026.

Is the AMWD Form 4 transaction a market purchase or a compensation grant?

The AMWD Form 4 transaction represents a compensation grant, not a market purchase. It reflects the achievement of performance conditions on previously granted cultural-based restricted stock units, leading to a 2,608-share award subject to ongoing service-based vesting.