Bradley Hughes credited 1,228.36 Quanex phantom stock units; 12,336.686 total

Rhea-AI Filing Summary

Quanex Building Products director Bradley E. Hughes received 1,228.36 phantom stock units on 08/28/2025 as a result of deferring director compensation under the company's Deferred Compensation Plan. Each phantom stock unit is the economic equivalent of one share of common stock and distributions under the plan are paid in cash on a participant-selected date or upon death, disability, or termination of service. The reported transaction lists a per-unit price of $21.37 and shows 12,336.686 phantom stock units beneficially owned following the transaction, which includes 46.823 units credited for automatic dividend reinvestment. The Form 4 was signed by Paul B. Cornett as power of attorney on 08/29/2025.

Positive

• Director compensation disclosed transparently with precise unit counts and plan mechanics
• Phantom units settled in cash, so no immediate dilution to common shareholders was reported

Negative

• None.

Insights

Financial Analyst

TL;DR: Director deferred compensation converted to 1,228.36 phantom units, modest insider holding change with no cash stock transfer.

The filing documents a non-cash award: 1,228.36 phantom stock units credited to Bradley E. Hughes on 08/28/2025 under the Deferred Compensation Plan. Phantom units mirror economic exposure to common shares and are settled in cash per plan terms, so there is no immediate dilution or change to outstanding common shares. The filing reports a unit value of $21.37 and a total beneficial holding of 12,336.686 units after the transaction, including 46.823 units from dividend reinvestment. For investors, this is a routine director compensation adjustment rather than a material corporate event.

Corporate Governance Expert

TL;DR: Routine director compensation deferral disclosed; governance appears standard with POA signature on the Form 4.

The Form 4 discloses that Mr. Hughes, identified as a director, received phantom stock units via deferral of director compensation. The disclosure clarifies the nature of the units and settlement mechanics (cash distributions), which is consistent with deferred compensation practices for non-employee directors. The form was executed by an authorized power of attorney, indicating administrative handling. There are no indicia of unusual insider trading or equity grants beyond ordinary deferred compensation.

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^*

Hughes Bradley E.

(Last) (First) (Middle)

945 BUNKER HILL

SUITE 900

(Street)

HOUSTON TX 77024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Quanex Building Products CORP [ NX ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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

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
Phantom Stock Units	(1)	08/28/2025		A(2)		1,228.36		(1)	(1)	Common Stock	1,228.36	$21.37	12,336.686(3)	D

Explanation of Responses:

1. Each Phantom Stock Unit is the economic equivalent of one share of common stock. Distributions under the Deferred Compensation Plan are made in cash beginning on a specified date selected by the participant or upon the participant's death, disability, or termination of service as a director.

2. Units credited to the participant's account under the Deferred Compensation Plan as a result of deferral of Director Compensation.

3. Includes 46.823 phantom stock units credited to the participant's account as a result of automatic dividend reinvestment.

	/s/ Paul B. Cornett, Power of Attorney	08/29/2025
	** 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.

FAQ

What did Bradley E. Hughes report on the Form 4 for Quanex (NX)?

He reported receiving 1,228.36 phantom stock units on 08/28/2025 credited under the Deferred Compensation Plan.

How many phantom stock units does Bradley E. Hughes own after the transaction?

12,336.686 phantom stock units beneficially owned following the reported transaction, which includes 46.823 units from dividend reinvestment.

Are these phantom units actual shares of Quanex common stock?

No. Each phantom stock unit is the economic equivalent of one share and distributions under the plan are made in cash.

What was the reported per-unit value for the phantom stock units?

$21.37 per unit as shown in the Form 4 entries.

When was the Form 4 signed and by whom?

Signed 08/29/2025 by Paul B. Cornett acting as power of attorney for the reporting person.