JELD-WEN (NYSE: JELD) EVP disposes 4,554 shares for RSU tax withholding

Rhea-AI Filing Summary

JELD-WEN Holding, Inc. executive James S. Hayes reported a tax-related share disposition tied to restricted stock vesting. On February 13, 2026, he surrendered 4,554 shares of common stock to cover tax withholding at a value of $2.24 per share. After this non-market transaction, he directly owns 85,251 common shares.

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

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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^*

Hayes James S

(Last) (First) (Middle)

2645 SILVER CRESCENT DRIVE

(Street)

CHARLOTTE NC 28273

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
JELD-WEN Holding, Inc. [ JELD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC & Corp Sec

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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

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

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

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	02/13/2026		F		4,554(1)	D	$2.24	85,251	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. Shares reported were withheld for payment of taxes associated with the vesting of restricted stock units originally granted on February 14, 2023. For vesting dates that fall on a weekend or holiday, the closing price is the NYSE closing price on the last trading day prior to the vest date.

Remarks:

	/s/ Willie White as attorney-in-fact for James S Hayes	02/17/2026
	** 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.
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FAQ

What insider transaction did JELD (JELD-WEN Holding, Inc.) report for James S. Hayes?

JELD reported that executive James S. Hayes disposed of 4,554 common shares to satisfy tax withholding from vested restricted stock units. This was a tax-withholding disposition, not an open-market trade, and followed the vesting of awards granted in February 2023.

Was the JELD Form 4 transaction by James S. Hayes an open-market sale?

No, the Form 4 shows Hayes’ 4,554-share disposition was for tax withholding on vested restricted stock units. Shares were withheld at a set value per share rather than sold on the open market like a typical discretionary stock sale.

How many JELD shares did James S. Hayes dispose of for tax withholding?

James S. Hayes disposed of 4,554 JELD common shares to cover tax obligations when restricted stock units vested. The transaction used a reference price of $2.24 per share, based on the NYSE closing price before the vesting date.

How many JELD shares does James S. Hayes own after this Form 4 transaction?

After the tax-withholding disposition, Hayes directly owns 85,251 JELD common shares. This post-transaction balance reflects his remaining direct holdings following the surrender of 4,554 shares tied to the restricted stock unit vesting event.

What does transaction code F mean in the JELD Form 4 for James S. Hayes?

Transaction code F indicates shares were used to pay taxes or exercise costs on equity awards. In this JELD filing, 4,554 shares were withheld from Hayes’ vested restricted stock units to satisfy tax liabilities instead of being sold in the open market.

How was the share price determined for James S. Hayes’ JELD tax-withholding transaction?

The filing states the price was based on the NYSE closing price before the vest date. For Hayes, the 4,554 shares withheld for taxes used a reference price of $2.24 per share under this pricing method.