NX Form 4: William Waltz Jr. receives 1,111.37 Phantom Stock Units at $21.37

Rhea-AI Filing Summary

Quanex Building Products (NX) director William E. Waltz Jr. received 1,111.37 Phantom Stock Units on 08/28/2025 under the company's Deferred Compensation Plan as a result of deferral of director compensation. Each Phantom Stock Unit is the economic equivalent of one share of common stock and is distributable in cash on a participant-selected date or upon death, disability, or termination of service. The reported acquisition is recorded at $21.37 per equivalent share and increases Mr. Waltz's reported direct beneficial ownership to 18,630.116 common-stock-equivalent units, which includes 73.845 units from automatic dividend reinvestment. The Form 4 was signed by Paul B. Cornett as power of attorney on 08/29/2025.

Positive

• 1,111.37 Phantom Stock Units credited to the director under the Deferred Compensation Plan, showing formal documentation of compensation deferral
• Direct beneficial ownership increased to 18,630.116 common-stock-equivalent units
• 73.845 units were added via automatic dividend reinvestment, explicitly disclosed

Negative

• None.

Insights

Financial Analyst

TL;DR: Director deferred compensation credited as 1,111.37 phantom units, modestly increasing direct beneficial ownership to 18,630.116 shares.

The transaction reflects a non-cash compensation credit under the Deferred Compensation Plan rather than an open-market purchase or sale. The filing shows an economic equivalence to common shares at a reported price of $21.37 and documents automatic dividend reinvestment of 73.845 units. For valuation and dilution analysis, treat these as cash-settled obligations rather than issued shares; they affect reported beneficial ownership counts but do not represent outstanding common stock issuance.

Corporate Governance Expert

TL;DR: Routine director compensation deferral recorded; disclosure aligns with Section 16 reporting requirements.

The Form 4 discloses a routine award of phantom stock units credited via deferral of director fees. The instrument is cash-settled upon a participant-selected distribution event, which is explicitly stated. Inclusion of dividend reinvestment units (73.845) is properly noted. The filing is procedural and provides transparency on insider remuneration and current direct beneficial ownership of 18,630.116 equivalents.

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
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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^*

Waltz William E Jr.

(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)		1,111.37		(1)	(1)	Common Stock	1,111.37	$21.37	18,630.116(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 73.845 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

Who filed this Form 4 for Quanex Building Products (NX)?

The Form 4 reports transactions by William E. Waltz Jr., filed via power of attorney Paul B. Cornett on 08/29/2025.

What security was acquired in the filing for NX?

The filing reports acquisition of Phantom Stock Units, each representing the economic equivalent of one share of common stock.

How many Phantom Stock Units were credited and at what value?

1,111.37 Phantom Stock Units were credited on 08/28/2025, recorded with an equivalent price of $21.37.

What is the reporting person’s total beneficial ownership after the transaction?

The report shows total direct beneficial ownership of 18,630.116 common-stock-equivalent units following the transaction.

Do the Phantom Stock Units pay out in shares or cash?

Per the filing, distributions under the Deferred Compensation Plan are made in cash beginning on a selected date or upon death, disability, or termination of service.