AMWD: 15-12G · delisting
American Woodmark Corp has filed Form 15 to terminate its registration under Section 12(g) of the Securities Exchange Act of 1934. The filing relies on Rule 12g-4(a)(1) and Rule 12h-3(b)(1)(i), indicating that the company no longer has a class of equity securities registered under Section 12 and has fewer than 300 holders of record. The company reports only one holder of record as of the certification date, confirming that the equity has been consolidated into a single entity, likely following a merger or privatization transaction. This action suspends the company's duty to file reports under Sections 13 and 15(d), effectively removing it from public market surveillance. Signed by President and CEO R. David Banyard, Jr., this filing marks the final step in delisting the company from public exchanges. Investors holding shares should expect the ticker to be removed from trading and the company to cease public disclosures.
AMWD: 8-K · acquisition merger
American Woodmark Corporation (AMWD) has completed its previously announced all-stock merger with MasterBrand, Inc. (MBC). Effective May 28, 2026, American Woodmark became a wholly-owned subsidiary of MasterBrand, and its common stock will be delisted from the Nasdaq Stock Market effective May 29, 2026. Shareholders of American Woodmark received a fixed exchange ratio of 5.150 shares of MasterBrand common stock for each share of American Woodmark held. Approximately 77 million shares of MasterBrand common stock were issued in connection with the merger. The combined company expects to unlock approximately $90 million in annual run-rate cost synergies by the end of year three. All directors and officers of American Woodmark ceased their service upon closing. Three former American Woodmark directors joined MasterBrand’s Board of Directors. MasterBrand’s CEO, Dave Banyard, remains in his role, and the combined entity will operate under the MasterBrand name and ticker MBC on the NYSE.
MasterBrand and American Woodmark Successfully Complete Merger Transaction
FedEx Freight Holding Company Set to Join S&P 500; EPAM Systems and Dave to Join S&P SmallCap 600
S&P Dow Jones Indices announced that American Woodmark (AMWD) will be deleted from the S&P SmallCap 600 effective June 1, 2026. The removal is due to MasterBrand Inc. (MBC) acquiring American Woodmark in a deal expected to close on May 29, 2026. Dave Inc. (DAVE) will replace AMWD in the index. This is a routine administrative update reflecting the completion of a previously disclosed merger.
American Woodmark Corporation announced that the Federal Trade Commission has closed its investigation into the proposed merger with MasterBrand, Inc., and the Hart-Scott-Rodino waiting period has expired. The company expects to close the transaction on or about May 28, 2026, subject to the satisfaction or waiver of other customary closing conditions. This regulatory clearance removes the final major obstacle to the deal, which was originally agreed upon in August 2025, signaling the imminent completion of the acquisition and the end of American Woodmark's independent public listing.
AMWD: 8-K · impairment writedown
American Woodmark Corporation’s Board of Directors has authorized the wind-down and closure of its Monterrey, Mexico plant, effective May 4, 2026. The decision is a response to low market demand and rising costs, with operations planned to be consolidated into the company’s Tijuana plant and shifted to the United States. The consolidation is expected to be substantially completed by June 30, 2026. The company anticipates incurring total one-time charges between $36.0 million and $40.0 million, with $32.5 million to $36.5 million expected in fiscal 2027. These costs include cash charges for employee severance and logistics, as well as non-cash impairments for lease assets and equipment. Excluding these one-time charges, the consolidation is projected to generate approximately $7.5 million in annual cost savings starting in fiscal 2027. The filing notes that the pending merger with MasterBrand, Inc. remains a risk factor that could impact the actual realization of these plans and costs. Forward-looking statements regarding the timing and financial impact of the consolidation are subject to uncertainties surrounding the merger closing and market conditions.
Richard Pzena's Strategic Acquisition of American Woodmark Corp Shares
