Armstrong World Industries, Inc. 8-K Filings

Armstrong World Industries, Inc. announced that Jennifer O. Kozak has been appointed Senior Vice President, Chief Human Resources Officer and a member of the Executive Leadership Team, effective September 9, 2026.

Kozak brings more than 25 years of global human resources experience and joins from Enviri, where she served as Senior Vice President and Chief Human Resources Officer overseeing a workforce of approximately 12,000 employees. Her background spans public and private industrial organizations, including roles at SUEZ Water Technologies & Solutions, General Electric and companies in the steel and chemical industries.

Armstrong describes itself as an Americas leader in interior and exterior architectural applications, generating $1.6 billion in revenue in 2025 with approximately 4,000 employees and a manufacturing network of 24 facilities, plus seven facilities dedicated to its WAVE joint venture.

Armstrong World Industries reported strong second-quarter 2026 results, with consolidated net sales of $472.0 million, up 11.2% from a year earlier. Operating income was $133.8 million and net earnings $96.7 million, increases of 8.6% and 10.1%, respectively. Diluted EPS rose 12.4% to $2.26, while adjusted diluted EPS grew 12.9% to $2.36.

The Mineral Fiber segment delivered net sales of $288.2 million, up 7.9%, driven by favorable Average Unit Value and higher volumes, with an adjusted EBITDA margin of 44.7%. Architectural Specialties net sales rose 16.6% to $183.8 million, supported by organic growth and recent acquisitions, and produced an adjusted EBITDA margin of 20.4%.

Year-to-date adjusted free cash flow reached $147 million. The company repurchased 0.5 million shares in the quarter for $75 million at an average price of $163.20. The Board expanded the share repurchase authorization by $800 million, bringing total authorization to $2.5 billion through December 2029. For 2026, guidance now targets net sales of $1.77–$1.80 billion, adjusted EBITDA of $605–$620 million, adjusted EPS of $8.30–$8.50, and adjusted free cash flow of $380–$395 million, all implying high single- to mid-teens percentage growth over 2025.

Armstrong World Industries expanded its shareholder return plans. The board approved an additional $800 million authorization for the existing share repurchase program, raising total authorization to $2.5 billion and extending the program through December 31, 2029.

The company may repurchase shares in open-market, block or privately negotiated transactions, including under Rule 10b5-1 plans, and the program can be suspended or discontinued. The board also declared a quarterly cash dividend of $0.339 per share, payable August 19, 2026 to shareholders of record on August 5, 2026.

Armstrong reports $1.6 billion in 2025 revenue, about 4,000 employees and 24 manufacturing facilities, plus seven facilities in its WAVE joint venture.

Armstrong World Industries held its Annual Meeting of Shareholders, where investors elected all nine director nominees to the Board. Shareholders also ratified KPMG LLP as independent registered public accounting firm for the 2026 fiscal year, approved the 2026 Directors Stock Unit Plan, and gave advisory approval to the executive compensation program.

Following the meeting, the Board assigned directors to its standing committees, naming Barbara L. Loughran as Chair of the Audit Committee, Roy W. Templin as Chair of the Finance Committee, Wayne R. Shurts as Chair of the Management Development & Compensation Committee, and Richard D. Holder as Chair of the Nominating, Governance & Social Responsibility Committee.

Armstrong World Industries is using an investor conference appearance to highlight strong 2025 results and upgraded 2026 guidance. For 2025, the company reports $1.621 billion in net sales, $555 million in adjusted EBITDA and $7.41 in adjusted diluted EPS, reflecting multi‑year growth across its Mineral Fiber and Architectural Specialties segments.

Management now targets 2026 net sales of $1.745–$1.785 billion, adjusted EBITDA of $600–$620 million, adjusted free cash flow of $375–$395 million, and adjusted diluted EPS of $8.15–$8.45, implying high single‑ to low double‑digit year‑over‑year increases. The company emphasizes a resilient, cash‑generative model, a large installed base driving recurring demand, and ongoing acquisition‑driven growth in Architectural Specialties.

Armstrong World Industries reported first-quarter 2026 net sales of $409.9 million, up 7.1% from a year earlier, driven by higher volumes and favorable pricing in both Mineral Fiber and Architectural Specialties. Operating income fell 4.4% to $94.2 million as non-recurring severance, acquisition and tariff costs weighed on results.

Net earnings were $66.8 million, down 3.3%, with diluted EPS of $1.55, while adjusted diluted EPS rose 1.8% to $1.69. Mineral Fiber delivered 4.9% sales growth and 3.5% adjusted EBITDA growth, but Architectural Specialties’ margins declined due to short-term headwinds including a non-recurring tariff adjustment and higher growth investments.

The company reaffirmed its 2026 guidance for net sales, adjusted EBITDA and adjusted free cash flow, and raised its adjusted diluted EPS outlook to $8.15–$8.45, or 10–14% growth versus 2025, reflecting faster share repurchases. In Q1 2026, Armstrong repurchased 0.3 million shares for $60 million at an average price of $176.00 per share.

Armstrong World Industries, Inc. announced that its Board of Directors has declared a quarterly cash dividend of $0.339 per share of common stock. The dividend will be paid on May 26, 2026 to stockholders who are on record at the close of business on May 11, 2026.

The company describes itself as an Americas leader in interior and exterior architectural applications, with $1.6 billion in revenue in 2025, about 4,000 employees, and 24 manufacturing facilities plus seven facilities dedicated to its WAVE joint venture. Future dividends will remain at the Board’s discretion based on financial condition, performance, and cash flow.

Armstrong World Industries furnished an updated investor presentation outlining its 2025 performance and 2026 outlook. For 2025, the company reports net sales of $1,621M, adjusted EBITDA of $555M, adjusted free cash flow of $346M and adjusted diluted EPS of $7.41.

Management highlights a focused ceilings and walls portfolio, strong Mineral Fiber and Architectural Specialties segments, and contributions from the WAVE joint venture. The presentation also emphasizes sustainability initiatives, a large installed base driving recurring demand, and value creation through acquisitions and disciplined capital allocation.

For full-year 2026, Armstrong guides to net sales of $1,745M to $1,785M, adjusted EBITDA of $600M to $620M, adjusted free cash flow of $375M to $395M, and adjusted diluted EPS of $8.05 to $8.35, reflecting expected growth across both operating segments.

Armstrong World Industries reported record fourth-quarter and full-year 2025 results, with net sales of $1.6 billion, up 12%, and operating income up 15% to $430.9 million. Adjusted EBITDA rose 14% to $555 million and adjusted diluted EPS increased 17% to $7.41.

Growth was driven by 28% higher Architectural Specialties sales and 5% Mineral Fiber growth, aided by 2024–2025 acquisitions and stronger pricing. Adjusted free cash flow rose 16% to $346 million. For 2026, the company guiding net sales of $1.745–$1.785 billion, adjusted EBITDA of $600–$620 million, adjusted EPS of $8.05–$8.35, and adjusted free cash flow of $375–$395 million, all implying high single- to low double-digit growth.

Armstrong World Industries appointed Jessica M. Cicali as Senior Vice President, General Counsel, Chief Compliance Officer and Secretary, effective April 1, 2026. She will also lead sustainability and government relations, succeeding Austin K. So as part of a broader management transition effective the same date.

Cicali brings over twenty years of legal, compliance, regulatory and business experience from global manufacturing, infrastructure and technology companies, most recently serving as Executive Vice President, Chief Legal Officer, Chief Compliance Officer and Corporate Secretary for S&B USA. Armstrong highlights her background in complex transactions, regulatory matters and government affairs as strengthening its executive leadership team.

Armstrong World Industries has completed the acquisition of Eventscape, Inc., a design and fabrication company specializing in complex, custom architectural features such as ceilings, feature walls and facades. Eventscape operates from Toronto and New York and delivers turnkey solutions from design through installation.

Eventscape generated approximately $30 million in revenue in 2025 and employs about 150 architects, designers, engineers and fabricators. Armstrong funded the transaction with existing cash and its revolving credit facility. The deal strengthens Armstrong’s Architectural Specialties portfolio alongside prior acquisitions like Zahner, Arktura, Turf and 3form.

The company notes that Eventscape’s material-agnostic, parametric design and advanced fabrication capabilities complement Armstrong’s interior and exterior architectural applications business, which produced $1.4 billion in revenue in 2024. Management highlights the acquisition as a way to collaborate more closely with architects and designers on high-end commercial building projects.

Armstrong World Industries announced that its Board of Directors has declared a quarterly cash dividend of $0.339 per share of common stock. The dividend will be paid on March 19, 2026 to stockholders of record as of the close of business on March 5, 2026.

The company notes that any future dividends and capital allocation decisions will be at the Board’s discretion, based on factors such as financial position, results of operations and cash flow. Armstrong reports $1.4 billion in 2024 revenue, about 3,800 employees and a network of 22 manufacturing facilities.

Armstrong World Industries disclosed that it has finalized a mutual separation agreement with Austin K. So, its Senior Vice President, General Counsel, Head of Government Relations & Chief Sustainability Officer, and Secretary, effective April 1, 2026. His departure is part of a broader board and management transition occurring the same day, which includes previously announced changes to the Executive Chair and the President and Chief Executive Officer roles. The company states there are no changes to Mr. So’s compensation or other employment terms in connection with his departure, and his separation benefits will follow a Severance Agreement dated February 1, 2022 and applicable equity award agreements.

Armstrong World Industries is implementing a planned leadership transition effective April 1, 2026. Victor D. Grizzle will move from President and Chief Executive Officer to Executive Chair of the Board, while Mark A. Hershey, currently Senior Vice President and Chief Operating Officer, will become President and Chief Executive Officer and join the Board, expanding it to nine members. Roy W. Templin will shift from Board Chair to lead independent director.

Subject to their reelection at the June 11, 2026 annual shareholders’ meeting, Mr. Grizzle is expected to serve as Executive Chair until December 31, 2026, and Mr. Templin as lead independent director until that date, then return as Board Chair on January 1, 2027. In connection with the changes, Mr. Hershey’s annual salary will increase to $850,000 with higher cash and equity incentive targets, while Mr. Grizzle’s salary will decrease to $700,000 with reduced incentive targets.

Armstrong World Industries amended its main bank financing on December 10, 2025, entering a First Amendment to its 2022 credit agreement. The revised package provides a $500 million revolving credit facility and a $410,625,000 term loan, both scheduled to mature on December 10, 2030.

The Amended Credit Agreement also adds an uncommitted accordion that can support additional revolving commitments and incremental term loans, up to the greater of $550,000,000 or 100% of consolidated EBITDA, plus further amounts while keeping the consolidated net secured leverage ratio below 3.00:1.00. Existing debt under the 2022 facility was rolled into the amended structure at signing.

Borrowings bear interest at a base rate or Term SOFR plus a margin that currently starts at 0.25% for base rate and 1.25% for Term SOFR loans, with margins and a 0.20% commitment fee on unused revolver capacity adjusted by leverage. The loans are secured by pledges of material subsidiary equity and substantially all personal property, and are subject to prepayment from certain asset sales, additional debt, and customary financial and negative covenants, with a cross-default trigger at $50 million of other debt.

Armstrong World Industries (AWI) furnished a Regulation FD update. The company announced senior management will host investor meetings at the Baird Global Industrial Conference on November 12–13, 2025, and posted an updated Investor Presentation on its website’s Investors section. A press release and the presentation are provided as Exhibits 99.1 and 99.2 and incorporated by reference. The furnished materials are not deemed filed for liability purposes under the Exchange Act.

Armstrong World Industries (AWI) furnished its third quarter 2025 results via an 8-K. The company issued a press release and held a webcast and conference call on October 28, 2025 at 10:00 a.m. Eastern Time, accessible through the Investors section of its website. The press release is attached as Exhibit 99.1, and the earnings call slide presentation is attached as Exhibit 99.2. The materials are being furnished and are not deemed filed under the Exchange Act, except as expressly incorporated by reference.

Armstrong World Industries (AWI) appointed Kevin P. Holleran to its Board of Directors, expanding the Board to eight members. His initial term runs until the Company’s 2026 annual meeting of shareholders, and he will serve on the Management Development and Compensation Committee and the Nominating, Governance and Social Responsibility Committee.

The Company also updated its nonemployee director compensation program, effective as of the 2026 annual meeting. The annual equity retainer for directors increases from $125,000 to $135,000. The annual retainer for the Chair of the Board rises from $100,000 to $125,000, with $65,000 payable in cash and $60,000 in equity. Other elements remain as previously disclosed.

A press release announcing Mr. Holleran’s appointment was furnished under Item 7.01 as Exhibit 99.1.

Armstrong World Industries (AWI) announced a regular cash return to shareholders. The Board declared a quarterly dividend of $0.339 per share, payable on November 20, 2025 to stockholders of record at the close of business on November 6, 2025. The company disclosed the action via an 8-K under Other Events and attached the related press release as an exhibit.

Armstrong World Industries, Inc. completed the acquisition of Geometrik Manufacturing Inc. on September 18, 2025. Geometrik is headquartered in Kelowna, British Columbia.

Geometrik is described as a leading Canadian designer and manufacturer of wood acoustical ceiling and wall systems made from multiple wood species, including Western Hemlock. This deal expands Armstrong’s portfolio in specialty wood acoustical products.

Armstrong World Industries, Inc. furnished an updated Investor Presentation dated September 3, 2025, in connection with upcoming investor meetings. The presentation is available in the Investors section of the company’s website and is also attached as Exhibit 99.1. The company notes that this material is being furnished under Regulation FD and is not considered filed for purposes of certain liability provisions under federal securities laws, unless specifically incorporated into another filing.