Cooke & Bieler (NASDAQ: AMWD) discloses 260,616-share American Woodmark position

Rhea-AI Filing Summary

Cooke & Bieler L.P. reports beneficial ownership of 260,616 shares of American Woodmark Corp common stock, representing 1.8% of the class as of 12/31/2025. All voting and dispositive authority over these shares is shared, with no sole voting or dispositive power reported.

The firm states the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of American Woodmark. The position reflects ownership of 5 percent or less of the company’s common stock.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

AMERICAN WOODMARK CORP

(Name of Issuer)

Common Stock

(Title of Class of Securities)

030506109

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 030506109

1

Names of Reporting Persons

Cooke & Bieler L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 208,771.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 260,616.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

260,616.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1.8 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: AMERICAN WOODMARK CORP
(b)	Address of issuer's principal executive offices: 3102 SHAWNEE DRIVE, WINCHESTER, VA, 22601
Item 2.
(a)	Name of person filing: Cooke & Bieler L.P.
(b)	Address or principal business office or, if none, residence: Two Commerce Square 2001 Market Street, Suite 4000 Philadelphia, PA 19103
(c)	Citizenship: Pennsylvania
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 030506109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	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)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 260,616
(b)	Percent of class: 1.8%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 208,771
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 260,616
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 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 or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Cooke & Bieler L.P.

Signature:	Linda N. Perna
Name/Title:	Chief Compliance Officer
Date:	02/17/2026

FAQ

What ownership stake does Cooke & Bieler L.P. report in AMWD?

Cooke & Bieler L.P. reports beneficial ownership of 260,616 American Woodmark common shares, representing 1.8% of the outstanding class as of December 31, 2025. This stake is disclosed with shared voting and dispositive power, and no sole authority.

Does Cooke & Bieler L.P. seek to influence control of American Woodmark (AMWD)?

Cooke & Bieler L.P. states the shares were acquired and are held in the ordinary course of business and not for changing or influencing control of American Woodmark. The certification also clarifies they are not participating in any transaction with that control objective.

How much voting power does Cooke & Bieler L.P. have in AMWD shares?

Cooke & Bieler L.P. reports 0 shares with sole voting power and 208,771 shares with shared voting power. It also reports no sole dispositive power and shared dispositive power over 260,616 American Woodmark common shares, as of the reported date.

Why does Cooke & Bieler L.P. indicate ownership of 5 percent or less of AMWD?

The filing notes ownership of 5 percent or less because the 260,616 shares represent 1.8% of American Woodmark’s common stock. This places Cooke & Bieler L.P.’s position below the 5% threshold often associated with larger beneficial ownership disclosures.

What type of reporting person is Cooke & Bieler L.P. in relation to AMWD?

Cooke & Bieler L.P. is identified as a Pennsylvania entity and indicates it qualifies as an investment adviser under the applicable Rule 13d-1(b) classifications. The firm reports beneficial ownership and related voting and dispositive powers for American Woodmark common stock.

Who signed the American Woodmark (AMWD) ownership report for Cooke & Bieler?

The report was signed by Linda N. Perna, identified as Chief Compliance Officer of Cooke & Bieler L.P., dated February 17, 2026. The signature certifies that, to the best of her knowledge and belief, the information in the statement is true, complete, and correct.