Every 8-K that MasterBrand, Inc. (MBC) 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 MBC 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 MBC filings page.
MasterBrand, Inc. (MBC) said Navi Grewal, its Executive Vice President and Chief Digital and Technology Officer, intends to resign effective October 15, 2026. She notified the company on September 22, 2026, and said she is leaving to pursue another opportunity. The company stated that her resignation is not related to any disagreement with it or any matters concerning its operations, policies or practices.
MasterBrand, Inc. reported Q2 2026 results reflecting the closing of its all‑stock merger with American Woodmark and softer legacy demand. Net sales were $815.2 million, including $125.5 million from American Woodmark, while legacy MasterBrand sales declined 5.6% year over year.
Gross profit was $205.5 million with a 25.2% margin, down from 32.8%. The company posted a net loss of $57.6 million versus $37.3 million of income a year earlier; adjusted EBITDA fell to $62.5 million (7.7% margin) from $105.4 million. Year‑to‑date operating cash flow dropped to $5.8 million and free cash flow turned negative at $(17.6) million. MasterBrand ended the quarter with $241.6 million in cash, net debt of $1,148.7 million, and combined net debt to adjusted EBITDA of 3.9x. Management has executed about $30 million of annualized cost synergies, raised its run‑rate synergy target to over $100 million by year three, and issued second‑half 2026 guidance for net sales of $2.05–$2.11 billion and adjusted EBITDA of $129–$149 million.
MasterBrand, Inc. filed an amended report to add full financial details for its completed acquisition of American Woodmark. The all‑stock merger closed on May 28, 2026, with each American Woodmark share converted into 5.150 MasterBrand shares, for 77.0 million shares issued and total purchase consideration of about $1.06 billion including debt settlement.
The company used a new $375.0 million Term Loan A to repay $367.2 million of American Woodmark debt and applied acquisition accounting under ASC 805. Pro forma results show combined net sales of $4,330.4 million and net income of $51.5 million for the 52 weeks ended December 28, 2025, or $0.25 per diluted share on 206.6 million shares. For the 13 weeks ended March 29, 2026, the combined company recorded a pro forma net loss of $25.4 million, or $0.13 per share.
MasterBrand, Inc. reported results from its Annual Meeting of Shareholders. Holders of 113,116,411 shares, about 88.4% of the 127,982,461 shares outstanding as of April 13, 2026, were present or represented by proxy, satisfying quorum requirements.
Shareholders elected Ann Fritz Hackett, R. David Banyard, Jr., and Philip Fracassa to three-year board terms. They also approved the advisory vote on 2025 named executive officer compensation and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal year 2026.
MasterBrand, Inc. completed its all-stock merger with American Woodmark Corporation, with American Woodmark shareholders receiving 5.150 shares of MasterBrand common stock for each American Woodmark share. Pre-closing MasterBrand shareholders now hold approximately 63% of the combined company.
MasterBrand drew down a $375.0 million delayed draw Term Loan A, using about $367.5 million to repay and terminate American Woodmark’s existing debt and the balance to reimburse merger- and financing-related costs. Management expects the combined cabinetry business to realize about $90 million of annual run-rate cost synergies by the end of year three and to be accretive to adjusted diluted earnings per share in year two.
American Woodmark is now a wholly owned subsidiary, its stock will be delisted from Nasdaq, and the combined company continues under the MasterBrand name and NYSE ticker MBC. Three former American Woodmark directors joined MasterBrand’s board as independent directors, while existing leadership, including the Chairman and CEO, remains in place.
MasterBrand, Inc. reports that the Federal Trade Commission has closed its investigation into MasterBrand’s proposed merger with American Woodmark, and the Hart-Scott-Rodino antitrust waiting period has expired.
With this key regulatory step completed, MasterBrand expects to close the transaction on or about May 28, 2026, subject to remaining customary closing conditions. The company highlights numerous forward-looking risks, including potential delays, integration challenges, litigation, financing considerations, and the possibility that anticipated cost synergies and other benefits may not be fully realized.
MasterBrand, Inc. reported a weak first quarter of 2026, posting net sales of $618.0 million, down 6.4% year-over-year, and shifting to a net loss of $15.4 million with a net margin of (2.5)% versus 2.0% profit a year earlier.
Gross profit fell to $156.6 million and margin compressed to 25.3%, pressured by lower volumes, unfavorable mix, inflation and approximately $25 million of gross tariff costs, partly offset by continuous improvement and tariff mitigation. Adjusted EBITDA dropped to $28.0 million, with margin sliding to 4.5% from 10.2%.
Free cash flow was deeply negative at $(146.2) million, and net debt to trailing adjusted EBITDA rose to 3.7x. Management amended its credit agreement to preserve flexibility and is executing a $30 million cost reduction plan expected to benefit results later in 2026. The company continues to anticipate closing its pending combination with American Woodmark in the second calendar quarter of 2026.
MasterBrand, Inc. reported that its board approved expanding from eight to eleven directors in connection with its planned merger with American Woodmark Corporation. Three American Woodmark designees – Andrew Cogan, Philip Fracassa and Daniel Hendrix – have been appointed to join the board, effective at the merger’s closing.
The new directors are expected to serve in different board classes and receive the same pay as other non-employee directors. MasterBrand and American Woodmark continue working with the U.S. Federal Trade Commission to obtain regulatory clearance and currently expect the merger to close in the second quarter of 2026, subject to remaining conditions.
MasterBrand, Inc. entered into a Second Amendment to its Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A. and other lenders. The amendment adds a new pricing category for the margin over the base reference rate on loans and adjusts the net leverage and minimum interest coverage financial covenants.
These covenant changes apply until, but excluding, the earlier of January 1, 2027 or the effective date of MasterBrand’s planned merger with American Woodmark Corporation. All other key representations, affirmative covenants, and restrictive covenants in the prior agreement remain materially unchanged.
MasterBrand, Inc. reported 2025 net sales of $2.73 billion, up 1.3% year-over-year, but profitability fell sharply. Net income dropped to $26.7 million from $125.9 million, and adjusted EBITDA declined to $298.2 million from $363.6 million, as margins were pressured by lower volumes, inflation and tariffs.
In the fourth quarter, the company posted a net loss of $42.0 million on net sales of $644.6 million, with adjusted EBITDA of $35.1 million, reflecting weaker demand and higher SG&A. Diluted EPS was $0.21 for 2025 versus $0.96 in 2024, while adjusted diluted EPS was $0.91 versus $1.40.
MasterBrand plans about $30 million of cost rationalization savings expected in 2026 and forecasts first-quarter 2026 net sales down mid- to high-single digits year-over-year, with adjusted EBITDA of $23–$33 million and adjusted diluted EPS between $(0.06) and $0.00. For full-year 2026, the company expects gross tariff costs equal to 5–6% of net sales, free cash flow above net income, and its addressable market down mid-single digits, while continuing integration planning for its pending combination with American Woodmark.
MasterBrand (MBC) reported a regulatory development in its planned merger with American Woodmark. On November 7, 2025, both companies received an FTC “Second Request” for additional information under the HSR Act. This request extends the HSR waiting period until 30 days after the parties have substantially complied, unless shortened by the FTC or extended by agreement.
The companies stated they will continue cooperating with the FTC to seek clearance, and the merger remains subject to satisfaction or waiver of other customary closing conditions. MasterBrand and American Woodmark currently expect the merger to close in early 2026.
MasterBrand, Inc. furnished an earnings release and an investor presentation dated November 4, 2025. The materials cover results for the fiscal quarter and year ended September 28, 2025 and are provided as exhibits to the report. The company noted these materials are furnished and not deemed filed under the Exchange Act.
MasterBrand (MBC) reported results from a special stockholder meeting tied to its planned merger with American Woodmark. Stockholders approved the proposal to issue MasterBrand common stock to American Woodmark shareholders under the Merger Agreement.
Votes were 107,898,864 for, 173,639 against, and 82,156 abstentions. A quorum was present with 108,154,659 shares represented; shares outstanding were 126,738,905 as of September 22, 2025. The meeting was not adjourned. MasterBrand and American Woodmark also issued a joint press release announcing the voting results.
MasterBrand, Inc. (MBC) filed an 8-K to voluntarily supplement certain disclosures in the joint proxy statement/prospectus for its proposed merger with American Woodmark. The update adds background details and quantitative exhibits used by the financial advisors.
New stand‑alone projections for American Woodmark prepared by MasterBrand show Net Sales of $1,676.2 million in CY25E rising to $2,012.4 million in CY29E; Adjusted EBITDA increases from $170.6 million to $274.6 million; and unlevered free cash flow from $34.7 million to $142.2 million. Calendarized projections prepared by American Woodmark list 2026E Net Sales of $1,836 million, Adjusted EBITDA of $221 million, and unlevered free cash flow of $76 million.
Advisor analyses disclosed include selected public company EV/EBITDA multiples—MasterBrand 7.2x (2025E) and 6.6x (2026E); American Woodmark 6.1x and 5.9x—and precedent transactions such as Supreme Cabinetry at 8.9x and Cabinetworks at 8.5x. The DCF parameters include perpetuity growth of 2.0%–2.5% and discount rates of 9.5%–10.5%.
MasterBrand, Inc. (MBC) and American Woodmark are progressing toward a planned merger; the companies withdrew and refiled a pre-merger HSR notification to obtain additional FTC review time and continue to expect to close the transaction in early 2026. The SEC declared the joint Registration Statement effective on September 25, 2025, and both companies filed their final prospectus/definitive proxy on that same date and began mailing the joint proxy/prospectus to shareholders on September 25, 2025. The transaction remains subject to HSR clearance, approval by American Woodmark shareholders of the merger agreement, approval by MasterBrand stockholders of the issuance of MasterBrand shares to American Woodmark holders, and other customary closing conditions. Investors are urged to read the Registration Statement and definitive joint proxy statement/prospectus, which are available free on the SEC website and each company’s investor site.