What changed in this filing

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Item 1. Business

2024-02-20 compared with 2023-02-21 · 130 added, 118 removed, 192 unchanged (56% of the section changed)

Item 1 - Business.

We are a leading global manufacturer of high performance interior and exterior building products, offering one of the broadest selections of windows, interior and exterior doors, and wall systems.

We design, produce, and distribute an extensive range of interior and exterior doors, windows, and other building products for use in the new construction and R&R of residential single and multi-family homes and, to a lesser extent, non-residential buildings.

We are a leading global designer, manufacturer, and distributor of high-performance interior and exterior doors, windows, and related building products, serving the new construction and R&R sectors.

The JELD-WEN family of brands includes JELD-WEN worldwide;

LaCantina and VPI in North America;

Swedoor and DANA in Europe;

and Corinthian, Stegbar and Breezway in Australasia.

and Swedoor, DANA, and Kellpex in Europe.

Our customers include wholesale distributors and retailers as well as individual contractors and consumers.

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As a leading global manufacturer of interior and exterior building products, we have invested significant capital to build a business platform that we believe is unique among our competitors.

We operate 131 manufacturing and distribution facilities in 19 countries, located primarily in North America, Europe, and Australia.

Our global manufacturing footprint is strategically sized and located to meet the delivery requirements of our customers.

We operate 84 manufacturing and distribution facilities in 15 countries located primarily in North America and Europe.

We are focused on optimizing our global footprint to enhance performance and improve profit margins.

On July 2, 2023, we completed the sale of our Australasia business (“JW Australia”).

The net assets and operations of the disposal group met the criteria to be classified as “discontinued operations” and are reported as such in all periods.

Unless otherwise indicated, the description of our business provided in Part I pertains to continuing operations only (see Note 1 - Description of Company and Summary of Significant Accounting Policies and Note 2 - Discontinued Operations to our consolidated financial statements for further information) .

For many product lines, our manufacturing processes are vertically integrated, enhancing our range of capabilities, our ability to innovate, and our quality control, as well as providing us with supply chain, transportation, and working capital savings.

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The subsequent decades were a time of successful expansion and growth as we added different businesses and product categories such as interior doors, exterior steel doors, and vinyl windows.

Our first overseas acquisition was Norma Doors in Spain in 1992 and since then we have acquired or established numerous businesses in Europe, Australia, Asia, Canada, and Mexico, making JELD-WEN a global company.

Our first overseas acquisition was Norma Doors in Spain in 1992 and since then we have acquired or established numerous businesses in Europe, Canada, and Mexico, making JELD-WEN a global company.

In October 2011, certain funds managed by affiliates of Onex acquired a majority of the combined voting power in the Company through the acquisition of convertible debt and convertible preferred equity.

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In 2021, Onex exercised its rights under its Registration Rights Agreement and requested

the registration for resale of all of their shares of our Common Stock in multiple underwritten public offerings (“Secondary Offerings”).

the registration for resale of all of their shares of our Common Stock in multiple underwritten public offerings.

During August 2021, Onex fully divested their ownership in the Company and no longer had representation on the Board of Directors.

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• streamlining and simplifying the business, optimizing product mix, rationalizing our global footprint and strategically sourcing our raw materials to improve returns on our investments;

• enhancing performance and improving profit margins through strategic cost-reduction and productivity initiatives, such as upgrading go-to-market processes, optimizing our sales force through training, right-sizing and consolidating our manufacturing network, investing in automation and leveraging our scale to streamline sourcing;

• disciplined capital allocation and working capital management designed to maximize shareholder returns, cash flows, and return on invested capital in a balanced manner;

• sustainability-focused innovations to drive profitable organic revenue growth;

• investing in our brands and marketing, and commercial excellence programs such as customer segmentation, and pricing optimization;

• improving our profit margins through the deployment of the JELD-WEN Excellence Model, or JEM, including lean tools to drive manufacturing productivity savings, as well as fixed-cost savings and quality enhancements from our global facility rationalization and modernization initiatives;

• achieving high conversion of earnings to free cash flow and disciplined capital allocation designed to maximize shareholder returns in a balanced manner between debt reduction, strategic acquisitions, and share repurchases;

• growing a premier performance culture with high employee engagement, supported by our values and a keen focus on talent management.

• investing in our brands and marketing, and commercial excellence programs such as customer segmentation, and price optimization;

• growing a premier performance culture led by our values and a keen focus on talent management.

We provide a broad portfolio of interior and exterior doors, windows, and related building products manufactured from a variety of wood, metal, and composite materials offered across a full spectrum of price points.

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Our non-residential door product offering is concentrated in Europe, where we are a leading non-residential door provider by net revenues in Germany, Austria, Switzerland, and Scandinavia.

In order to meet the design, durability, and energy efficiency requirements of our customers, our product portfolio encompasses many types of materials, including wood veneer, composite wood, steel, glass, and fiberglass that satisfy a range of price points from mid-level to high-end.

We also offer non-residential doors across North America in certain markets.

To meet the design, durability, and energy efficiency requirements of our customers, our product portfolio encompasses many types of materials, including wood veneer, composite wood, steel, glass, and fiberglass that satisfy a range of price points from entry-level to high-end.

Our highest volume products include molded interior doors, which are made from two composite molded door skins joined by a wooden frame and filled with a hollow honey-cell core or other solid core materials.

These low-cost doors are the most popular choice for interior residential applications in North America and are also prevalent in Australia, France and the U.K.

These value doors are the most popular choice for interior residential applications in North America, France and the U.K.

In the U.S., we manufacture exterior doors primarily made from fiberglass and steel.

Fiberglass has grown in popularity due to its attractive thermal properties, aesthetics, and durability.

Our fiberglass product line has grown in popularity due to its attractive thermal properties, aesthetics, and durability.

We have dedicated additional resources to our exterior fiberglass door business, which includes door slabs and door systems, and believe we have a leading product offering based on quality, breadth of design options, and range of price points.

In Europe, we also sell high performance residential and non-residential doors, with features such as soundproofing, fire resistance, radiation resistance, security, and in Scandinavia we design and manufacture doors which can withstand extreme environmental conditions in coastal and arctic environments.

We also manufacture stile and rail doors in our Southeast Asia and U.S.

We also manufacturer stile and rail doors in our U.S.

manufacturing facilities.

In the U.S., we also manufacture folding and sliding wall systems.

Additionally, we offer profitable value-added distribution services in all of our markets, including customizable configuration services, specialized component options, and multiple finishing options.

Additionally, we offer profitable value-added distribution services for residential and non-residential products in all of our markets, including customizable configuration services, specialized component options, and multiple finishing options.

These services are valued by labor constrained customers and allow us to capture more profit from the sale of our door products.

In the U.S., our acquisitions of ABS and MMI Door are examples of our increased focus on value-added services.

We are a leading global manufacturer of residential windows.

We manufacture wood, vinyl, and wood composite windows in North America, and in Australia we manufacture wood and aluminum windows.

We are a leading manufacturer of residential windows in North America.

We manufacture a full line of residential wood, vinyl, and wood composite windows in North America.

Our window product lines comprise a full range of styles, features, and energy-saving options in order to meet the varied needs of our customers in each of our regional end markets.

For example, our high-performance wood and vinyl windows with multi-pane glazing and superior energy efficiency properties are in greater demand in Canada and the northern U.S.

By contrast, our lower-cost aluminum framed windows are popular in some regions of the southern U.S., while in coastal Florida certain local building codes require windows that can withstand the impact of debris propelled by hurricane-force winds.

Wood windows are prevalent as a high-end option in all of our markets because they possess both insulating qualities and the beauty of natural wood.

In North America, our wood windows and patio doors include our proprietary

AuraLast treatment, which is a unique water-based wood protection process that provides protection against wood rot and decay.

We believe AuraLast is unique in its ability to penetrate and protect the wood through to the core, as opposed to being a shallow or surface-only treatment.

Our most recent windows product introductions showcase our differentiated capability utilizing alternative materials including our Auraline true composite window and patio doors.

Also, with the acquisition of LaCantina Doors, the Company added LaCantina’s innovative folding, multi-slide, and swing patio doors and wall systems to its already robust windows product offering.

Additionally, with the acquisition of VPI, we added vinyl windows for mid-rise, multi-family, institutional, hospitality, and commercial properties to our product lineup.

In addition, our value windows are popular with production builders and the remodel and replacement markets.

In select coastal regions, we offer impact windows that can withstand the impact of hurricane force winds and satisfy local building codes.

Our wood windows remain prevalent as a high-end option because they possess both insulating qualities and the beauty of natural wood.

In North America, our wood windows and patio doors include our proprietary AuraLast treatment, which is a unique water-based wood protection process that provides protection against wood rot and decay.

We believe AuraLast is unique in its

ability to penetrate and protect the wood through to the core, as opposed to being a shallow or surface-only treatment.

With the acquisition of LaCantina Doors, the Company added LaCantina’s innovative folding, multi-slide, and swing patio doors and wall systems to its already robust windows product offering.

We also offer a non-residential line of vinyl windows for a broad assortment of commercial applications.

With the acquisition of VPI, we added vinyl windows for mid-rise, multi-family, institutional, hospitality, and commercial properties to our product lineup.

We believe that our innovative energy-efficient windows position us to benefit from increasing environmental awareness among consumers and from changes in local building codes.

In recognition of our expansive energy-efficient product line, we have been an ENERGY STAR partner since 1998.

We have received ENERGY STAR Canada’s Excellence Award in 2023 and have won 7 ENERGY STAR Canada Manufacturer of the Year Awards.

Other Ancillary Products and Services

In certain regions, we sell a variety of other products that are ancillary to our door and window offerings, which we do not classify as door or window sales.

These products include shower enclosures and wardrobes, moldings, trim board, lumber, cutstock, glass, hardware and locks, cabinets, and screens.

These products include trim board, glass, hardware and locks, and window screens.

We also sell molded door skins to certain customers pursuant to long-term contracts, and these customers in turn use the molded door skins to manufacture interior doors and compete directly against us in the marketplace.

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We believe that we are well-positioned to meet the global demands of our customers due to our market leadership, strong brands, broad product line, and strategically located manufacturing and distribution facilities.

Our operations are managed and reported in three reportable segments, organized and managed principally by geographic region.

Our reportable segments are North America, Europe, and Australasia.

Our operations are managed and reported in two reportable segments, organized and managed principally by geographic region.

Our reportable segments are North America and Europe.

We report all other business activities in Corporate and unallocated costs.

Factors considered in determining the three reportable segments include the nature of business activities, the management structure accountable directly to the CODM for operating and administrative activities, the discrete financial information available, and the information regularly reviewed by the CODM.

Factors considered in determining the two reportable segments include the nature of business activities, the management structure accountable directly to the CODM for operating and administrative activities, the discrete financial information available, and the information regularly reviewed by the CODM.

North America

In our North America segment, we compete primarily in the market for residential doors and windows in the U.S.

In our North America segment, we compete primarily in the new construction and R&R market for residential doors and windows in the U.S.

We are the only manufacturer that offers a full line of interior and exterior door and window products, allowing us to offer a more complete solution to our customer base.

While we expect to realize some benefit from continued growth from pricing strategies to offset higher inflation and share gains in our retail channel, our North American market is expected to face headwinds during 2023 due primarily to weaker market demand, heightened interest rates, and continued inflation.

We believe that our total market opportunity in North America will continue to include non-residential applications, other related building products, and value-added services.

While we expect to realize some benefit from share gains and continued growth from pricing strategies to offset inflation, our North American market is expected to continue to face headwinds during 2024 primarily due to heightened interest rates and continued labor inflation.

We believe that our total market opportunity in North America will continue to include non-residential applications and other related building products.

The European market for doors is highly fragmented, and we have the only platform in the industry capable of serving nearly all European countries.

In our Europe segment, we compete primarily in the market for residential and non-residential doors in Germany, the U.K., France, Austria, Switzerland, and Scandinavia.

During 2022, the conflict between Russia and Ukraine has driven broad inflation and rising interest rates across the region.

As a result, we expect new construction and R&R activity to soften throughout 2023.

In our Australasia segment, we compete primarily in the market for residential doors and windows in Australia, where we hold a leading position by net revenues.

We believe that our total market opportunity in the Australasia region includes other countries in the region, as well as non-residential applications, other related building products, and value-added services.

For example, we also sell a full line of shower enclosures and closet systems throughout Australia.

The market for residential new construction in Australia contracted in prior years, primarily due to government-imposed rules that restricted credit availability for homebuyers, increased immigration restrictions limiting population growth due to COVID-19, and continued downward economic results further extended due to the pandemic.

During 2022, Australasia experienced a backlog driven by new residential construction and extended build cycles, which we expect will drive strong demand through the first half of 2023.

We expect full year new construction and R&R activity may soften as a result of heightened interest rates and weaker market demand.

We are executing on our strategy to maximize shareholder value and position JELD-WEN for long-term success.

As part of this effort, we are evaluating a range of options for our Australasia business.

This review is consistent with our goal to streamline and simplify our operations across the company.

During 2024, we expect headwinds in our residential and non-residential markets due to general economic weakness and as interest rates that are expected to remain high.

Financial information regarding our segments is included in Note 14 - Segment Information to our financial statements included in this Form 10-K.

We generally maintain a diversified supply base for the materials used in our manufacturing operations.

The primary materials used for our door business include wood, wood veneers, wood composites, steel, glass, internally produced door skins, fiberglass compound, and hardware, as well as petroleum-based products such as resin and binders.

The primary materials used for our door business include wood, wood composites, steel, glass, internally produced door skins, fiberglass compound, and hardware, as well as petroleum-based products such as resin and binders.

The primary materials for our window business include wood, wood components, glass, and hardware, as well as aluminum and vinyl extrusions.

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In a typical year, our operating results are impacted by seasonality.

Historically, peak season for home construction and remodeling in our North America and Europe segments, which represent the substantial majority of our revenues, generally corresponds with the second and third calendar quarters, and therefore our sales volume is usually higher during those quarters.

Historically, peak season for home construction and remodeling in our North America and Europe segments, generally corresponds with the second and third calendar quarters, and therefore our sales volume is usually higher during those quarters.

Seasonal variations in operating results may be impacted by inclement weather conditions, such as cold or wet weather, which can delay construction projects.

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In North America and Europe, we also have dedicated teams that focus on our retail customers.

We have recently made significant investments in tools and technologies to enhance the effectiveness of our sales force and ease of doing business.

We continue to make investments in tools and technologies to enhance the effectiveness of our sales force and improve our customers’ purchasing experience.

For example, we are continuing to invest and utilize Salesforce in North America and Europe to enhance our customer relationships and support.

We continue to leverage Salesforce for improved data management, service level tracking, Ecommerce, and workflow enhancements.

We have also made investments in North America to streamline and automate order management and post sales care through our virtual OnSite Applications and service scheduling.

We have also made investments in North America to streamline and automate order management and continue to expand post sales care through our virtual OnSite Applications and service scheduling.

In Europe, we have started investments in new door configuration software to improve our customer’s ordering experience with us which will enhance our digital service offering and improve our Net Promoter Score.

We believe these investments will increase sales force effectiveness, create pull-through demand, and optimize sales force productivity.

We believe that our broad product portfolio of both doors and windows in North America and Australasia is a competitive advantage as it allows us to cross-sell our door and window products to our end customers, many of whom find it more efficient to choose one supplier for their door and window needs on a given project.

We believe that our broad product portfolio of both doors and windows in North America is a competitive advantage as it allows us to cross-sell our door and window products to our end customers, many of whom find it more efficient to choose one supplier for their door and window needs on a given project.

Research and Development

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We have a governance process that prioritizes the most impactful projects, which is expected to improve the efficiency and quality of our research and development efforts.

The governance process is currently being deployed globally, such that we can leverage best practices from region to region.

Additionally, a substantial driver of our acquisition activity has been increasing access to new and innovative products, including the transfer and integration of acquired technology.

Although product specifications and certifications vary from country to country, the global nature of our operations allows us to leverage our global innovation capabilities and share new product designs across our markets.

We believe that the global nature of our research and development capabilities is unique among our door and window competition.

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Our wholesale customers include such industry leaders as ProBuild/Builders First Source, Saint-Gobain, and the Holzring group.

Our home center customers include, among others, The Home Depot, Lowe’s, and Menards in North America;

B&Q, Howdens, and Bauhaus in Europe;

and Bunnings Warehouse in Australia.

Our home center customers include, among others, The Home Depot, Lowe’s Companies, and Menards in North America;

and B&Q, Howdens, and Bauhaus in Europe.

We have maintained relationships with the majority of our top ten customers for over 25 years and believe that the strength and tenure of our customer relationships is based on the total value we provide, including the quality and breadth of our product offering, our customer service, innovation, and delivery capabilities.

Our top ten customers together accounted for 39% of our net revenues in the year ended December 31, 2022, and our largest customer, The Home Depot, accounted for approximately 14% of our net revenues in the year ended December 31, 2022.

Our top ten customers together accounted for approximately 43%, 44% and 43% of our net revenues in the years ended December 31, 2023, 2022 and 2021, respectively.

The Home Depot, a customer of our North America segment, represents 15%, 16%, and 17% of our consolidated net revenues during the years ended December 31, 2023, 2022, 2021, respectively.

Lowe’s Companies, another customer of our North America segment, represents 11%, 11%, and 10% of our consolidated net revenues during the years ended December 31, 2023, 2022, 2021, respectively.

The door and window industry is highly competitive and includes a number of regional and international competitors.

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We believe that we are well-positioned in our industry due to our leading brands, our broad product lines, our consistently high product quality and service, our global manufacturing and distribution capabilities, and our extensive multi-channel distribution.

For North American interior doors, our major competitors include Masonite and several smaller independent door manufacturers.

For North American exterior doors, competitors include Masonite, Therma-Tru (a division of Fortune Brands), and Plastpro.

For North American interior doors, our major competitors include Masonite, Steves & Sons, Inc.

and several smaller independent door manufacturers.

For North American exterior doors, competitors include Masonite, Therma-Tru (a division of Fortune Brands), Plastpro and Steves & Sons, Inc.

The North American window market is highly fragmented, with sizable competitors including Andersen, Pella, Marvin, Ply-Gem (a division of Cornerstone Building Brands, formerly NCI Building Systems), and Milgard (a division of MI Windows and Doors).

The door manufacturers that we primarily compete with in our European markets include Huga, Prüm/Garant (a division of Arbonia Group), Viljandi, Masonite, Keyor, and Herholz.

The competitive landscape in Australia is varied across the door and window markets.

In the Australian door market, Hume Doors is our primary competitor, while in the window, shower screen, and wardrobe markets we largely compete against a fragmented set of smaller companies.

The door manufacturers that we primarily compete with in our European markets include Huga, Prüm/Garant (a division of Arbonia Group), Viljandi, Masonite, Keyor, Herholz, and Hormann.

Intellectual Property

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We intend to maintain the trademark registrations listed below so long as they remain valuable to our business.

window and door trademarks include JELD-WEN ® , AuraLast ® , MiraTEC ® , Extira ® , LaCANTINA ® , MMI Door ® , Karona TM , ImpactGard ® , JW ® , Aurora ® , IWP ® , True BLU ® , ABS TM , Siteline ® , National Door ® , Low-Friction Glider ® , Hydrolock ® , VPI TM , and EVELIN ® .

Our trademarks are either registered or have been used as common law trademarks by us.

The trademarks we use outside the U.S.

include the Stegbar ® , Regency ® , William Russell Doors ® , Airlite ® , Trend ® , The Perfect Fit TM , Aneeta ® , Breezway ® , Kolder TM , Corinthian ® and A&L Windows ® marks in Australia, and Swedoor ® , Dooria ® , DANA ® , Mattiovi TM , Zargag ® , Alupan ® , and Domoferm ® marks in Europe.

include the Swedoor ® , Dooria ® , DANA ® , Mattiovi TM , Zargag ® , Alupan ® , Domoferm ® , Kellpax ® , and HSE™ marks in Europe.

Environmental, Social, and Governance Matters

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We believe that the success of our mission is realized by the engagement and empowerment of our employees and we are committed to investing in our people.

Our senior leadership team, including our Chief Executive Officer and our Executive Vice President, Human Resources, is responsible for developing and executing our human capital strategy.

Our senior leadership team, including our Chief Executive Officer and our Executive Vice President, Chief Human Resources Officer, is responsible for developing and executing our human capital strategy.

This includes the attraction, retention, development, and engagement of talent.

In addition, our Executive Vice President, Human Resources regularly updates senior management and our Board of Directors on the operation and status of our human capital management.

In addition, our Executive Vice President, Chief Human Resources Officer regularly updates senior management and our Board of Directors on the operation and status of our human capital management.

As of December 31, 2023, we employed approximately 17,700 people.

Of our total number of employees, approximately 12,100 are employed in operations included in our North America segment and corporate operations, approximately 7,300 are employed in operations included in our Europe segment, and approximately 4,000 are employed in operations included in our Australasia segment.

Of our total number of employees, approximately 11,000 are employed in operations included in our North America segment and corporate operations, and approximately 6,700 are employed in operations included in our Europe segment.

In total, approximately 1,200, or 11%, of our employees in the U.S.

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In Canada, approximately 68% of our employees work at facilities covered by collective bargaining agreements.

As is common in Europe and Australia, the majority of our facilities are covered by work councils and/or labor agreements.

As is common in Europe, the majority of our facilities are covered by work councils and/or labor agreements.

We believe we have satisfactory relationships with our employees and our organized labor unions.

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Senior leadership teams review their succession plans, as well as their broader workforce demographics, on a regular cadence to ensure underrepresented groups are being offered fair consideration for open roles and internal promotions.

As part of our recruitment process, we recruit from historically black colleges and universities, partner with affinity groups and veterans’ organizations, and work with minority owned recruiting firms to help ensure managers are presented with diverse candidate pools for their workforce needs.

As part of our recruitment process, we recruit from historically black colleges and universities, partner with affinity groups, and work with minority owned recruiting firms to help ensure managers are presented with diverse candidate pools for their workforce needs.

As part of our human capital strategy, we incorporate mentoring programs, support employee resources groups, and facilitate DE&I training sessions to encourage and promote an inclusive culture.

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Internal job opportunities are posted for employees to review and our internal mobility philosophy encourages employees to apply for roles after they have passed twelve months on a job.

Our human capital management system allows employees to document their skills, prior work experiences, and desired future areas of growth.

As part of the annual performance management process, managers and employees meet to review individual development plans and discuss actions for ongoing growth and development.

As part of the annual performance management process, managers and employees meet to review goals and performance and discuss actions for ongoing growth and development.

The Company continues to invest in its employees through new global learning platforms, content libraries, and additional formal and informal training programs.

Employee Engagement

Organizational Health

We manage and measure our organizational health with a view to gaining insight into our employees’ experiences, levels of workplace satisfaction, and feelings of engagement within the Company.

We measure employee engagement and manager effectiveness annually through our global engagement survey and strive to increase our engagement scores year over year.

To assist in this formal effort, managers are given direct access to their engagement results, share these results with their teams, and create measurable action plans.

Organizational health is driven through an “enterprise-guided” approach that includes both global and local initiatives in line with the Company’s overall cultural vision and strategy.

We measure organizational health annually through our global employee survey and strive to continually develop our culture and employee engagement.

Results of the annual survey are communicated as global themes across the Company, with managers sharing more detailed insights from their areas of the business directly with their teams.

The senior leadership team demonstrates their commitment to engagement through transparent communications in town halls and leadership team meetings;

they also carry engagement goals on their individual annual goal plans.

Engagement is also managed and measured at the local level.

Each region, as well as the local facilities, host engagement events that align to the Company values of Investing in People, while also positively impacting the communities in which we work and live.

they also carry cultural targets on their individual annual goal plans.

Environmental Sustainability

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Toward that end, we pursue processes that are designed to minimize waste, maximize efficient utilization of materials, and conserve resources, including using recycled and reused materials to produce portions of our products.

We are taking steps to mitigate climate change by measuring and reducing our GHG emissions, implementing renewable energy solutions and pursuing efficiency projects.

We offer a variety of products that contain pre-consumer recycled content, such as our vinyl windows, aluminum cladding, and window glass.

produced pine wood windows and select patio doors and door frames are made from AuraLast ® pine, which is a proprietary, water-based wood protection process that results in a decrease of VOCs (volatile organic compounds) released during production.

In January 2023, we launched a new primer formula developed by our coatings division designed to decrease volatile organic compounds (“VOC”) emissions in coatings applied to interior door skins.

In addition, we manufacture many products that meet local green building provisions and top nationally recognized environmental programs.

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Many of our products are also subject to various laws and regulations, such as building and construction codes, product safety regulations, and regulations and mandates related to energy efficiency.

The nature of our operations, which involve the handling, storage, use, and disposal of hazardous wastes, exposes us to the risk of liability and claims associated with contamination at our current and former facilities or sites where we have disposed of or arranged for the disposal of waste, or with the impact of our products on human health and safety and the environment.

arranged for the disposal of waste, or with the impact of our products on human health and safety and the environment.

Laws and regulations with respect to the investigation and remediation of contaminated sites can impose joint and several liability for releases or threatened releases of hazardous materials upon statutorily defined parties, including us, regardless of fault or the lawfulness of the original activity or disposal.

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Based on this study, we have determined our range of possible outcomes to be $11.8 million to $33.4 million.

On March 1, 2022, we delivered a draft CAP to the WADOE consistent with its preferred alternatives, and on May 16, 2022, we received the WADOE’s initial comments on the draft CAP.

On June 13, 2022, we responded to the WADOE’s comments, and on October 19, 2022 the WADOE identified Wick Family Properties as another PLP.

December 19, 2022, WADOE provided their most recent draft CAP to the Company and other PLPs.

After further negotiation, the final CAP will ultimately be formalized in an Agreed Order or Consent Decree with the WADOE, the Company, and the other PLPs.

provisions within our financial statements within the range of possible outcomes;

On March 1, 2022, we delivered a draft CAP consistent with the preferred alternatives which was approved by WADOE in August 2023.

The existing Agreed Order of 2008 was also modified with WADOE in July 2023 to support the development of the associated CAP investigation, sampling and design components.

We have made provisions within our financial statements within the range of possible outcomes;

however, the contents and cost of the final CAP and allocation of the responsibility between the identified PLPs could vary materially from our estimates.

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Under the COA, we are required to achieve certain periodic removal objectives and ultimately remove the entire pile by August 31, 2025.

There are currently $2.3 million in bonds posted in connection with these obligations.

As of December 31, 2023 and December, 31, 2022 there was $1.4 million and $2.3 million, respectively in bonds posted in connection with these obligations.

If we are unable to remove this pile by August 31, 2025, then the bonds will be forfeited, and we may be subject to penalties by PaDEP.

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Albrecht, age 56, joined the Company as Executive Vice President and Chief Financial Officer in July 2022.

Previously, Mrs.

Previously, Ms.

Albrecht joined Sonoco Products Company in 2017 as Vice President, Treasurer / Assistant Chief Financial Officer before being named Vice President, Chief Financial Officer in which role she served until June 2022.

Prior to Sonoco, Mrs.

Prior to Sonoco, Ms.

Albrecht served as Vice President, Finance, Investor Relations and Treasurer for Esterline Technologies Corporation (acquired by TransDigm in 2019).

She began her finance career at PricewaterhouseCoopers.

Albrecht earned her bachelor's degree in accounting at Wake Forest University.

Roya Behnia , Executive Vice President, Chief Legal Officer and Corporate Affairs.

Behnia, age 56, joined the Company in June 2020 as Executive Vice President, General Counsel, and Chief Compliance Officer.

She leads the global legal team, providing legal advice and guidance to the Board of Directors and the senior leadership team.

Previously, Ms.

Behnia was a Senior Advisor at BarkerGilmore LLC from 2017-2020.

Prior to BarkerGilmore LLC, Ms.

Behnia served as Senior Vice President, General Counsel for Pall Corporation and Rewards Network, Inc.

She also held senior legal counsel roles at SPX Corporation and Brunswick Corporation.

Prior to these corporate positions, Ms.

Behnia was a partner at Kirkland & Ellis in Chicago, IL.

She earned an undergraduate degree from Harvard University and a law degree from the University of Chicago Law School.

Albrecht earned a bachelor’s degree in accounting from Wake Forest University.

Peggie Bolan , Vice President and General Manager, North America Building Products and Fiber.

Bolan, age 52, joined the Company in October 2012 as Vice President and General Manager, North American Building Products and Fiber.

She is a seasoned executive with experience in sales, marketing and operations .

She earned a bachelor’s degree in English from Vanderbilt University.

Christensen , Chief Executive Officer and Director.

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Morgan Securities and Rieter Automotive Systems.

Christensen holds a bachelor’s degree in economics from Rollins College and an MBA from the University of Chicago’s Booth School of Business.

Craven , Executive Vice President, Human Resources.

Craven, age 54, was appointed Vice President, Employee Relations of the Company in July 2015 and was promoted to his current role as Executive Vice President, Human Resources in February 2016.

Craven is responsible for global human resources and employee relation activities.

His duties include talent acquisition, training and development, wage and benefit reviews, and employee engagement.

Previously, Mr.

Craven was employed at Eaton Corporation (formerly Cooper Industries) where he held a number of senior-level human resources roles from 2007-2015.

Craven earned a bachelor’s degree in human resource management from Western Illinois University.

Krause , Senior Vice President and General Manager, North America.

Krause, age 52, joined the Company in August 2018 as Senior Director of the Interior Doors business.

He was promoted to Vice President and General Manager, North America Windows in May 2020 and promoted to his current role in May 2022.

Previously, Mr.

Krause held several leadership roles in the areas of marketing, product management and operations and finance at Eaton Corporation (formerly Cooper Industries) from August 2005 to July 2018.

Krause is a veteran of the United States Marine Corps in which he served from 1990 to 1998.

Krause earned a bachelor’s degree in corporate finance from Georgia State University.

Christensen earned a bachelor’s degree in economics from Rollins College and an MBA from the University of Chicago’s Booth School of Business.

Hayes , Executive Vice President, General Counsel and Corporate Secretary.

Hayes, age 51, joined the Company in August 2018 as Vice President, Deputy General Counsel.

In August 2022, he was promoted to Senior Vice President, Deputy General Counsel and Corporate Secretary.

He was appointed to his current role in June 2023.

Hayes leads the global legal team, providing legal advice and guidance to the Board of Directors and the senior leadership team.

Hayes earned a bachelor’s degree in English and history from Emory University and a law degree from Villanova University School of Law.

Daniel Jacobs , Vice President and General Manager, North America Windows.

Jacobs, age 38, joined the Company in September 2008 as a Sales Representative and was promoted to Sales Manager in 2010.

He has held roles of increasing responsibility as a National Account Manager and Director of National Accounts from 2010 to 2016.

In December 2016, Mr.

Jacobs was promoted to Director of Product Management.

He was promoted to Vice President and General Manager, Exterior Doors in June 2020 until May 2022 and was promoted to his current role in May 2022.

Jacobs earned a bachelor’s degree in economics from Rollins College.

Michael Leon , Senior Vice President and Chief Accounting Officer.

Leon, age 43, joined the Company as Senior Vice President and Chief Accounting Officer in March 2023.

Prior to joining the Company, Mr.

Leon was the Chief Accounting Officer and Corporate Controller at Sealed Air, a global provider of packaging solutions, from June 2018 to March 2023, where he was also the Assistant Corporate Controller from December 2014 to June 2018.

Leon earned a master’s degree in accounting from the University of South Carolina.

Lilly , Executive Vice President, Global Transformation.

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Lilly served as the Company’s Interim Chief Executive Officer from August 2022 until December 2022 when he was named Executive Vice President, Global Transformation.

Lilly leads the Company’s enterprise transformation initiatives and provides executive oversight for the European business and has responsibility for the global information technology organization.

Lilly leads the Company’s enterprise transformation initiatives and has responsibility for the global information technology organization.

Prior to joining the Company, he served as Vice President of IT at Trane Technologies (formerly Ingersoll Rand) from 2011 to 2019.

Previously, he was VP and Chief Information Officer for AGCO Corporation and served in a number of IT and finance positions of increasing responsibility for global companies including KPMG, Xerox, Delphi Automotive, General Motors, and EDS.

Lilly received his bachelor’s degree in business administration from Houghton College and attended the executive graduate program at the Thunderbird School of Global Management.

Lilly earned a bachelor’s degree in business administration from Houghton College and attended the executive graduate program at the Thunderbird School of Global Management.

Wendy Livingston , Executive Vice President, Chief Human Resources Officer.

Livingston, age 50, joined the Company as Executive Vice President, Chief Human Resources Officer in June 2023.

Prior to joining the Company, Ms.

Livingston was the Chief People Officer for Spreetail, a multinational e-commerce company, from August 2022 to June 2023 and the Senior Vice President and Chief Human Resources Officer for Harsco Corporation (now Enviri Corporation), a global environmental services company , from August 2020 to August 2022.

She held leadership roles of increasing responsibility at The Boeing Company, a global aerospace company, from 1996 to 2020, including interim Senior Vice President, Human Resources in 2020 and Vice President, Corporate Human Resources from 2017 to 2020.

Livingston earned a bachelor’s degree in business administration from Peru State College,

a master’s degree in human resource management from Lindenwood University and is certified by the Society for Human Resource Management .

Matthew Meier , Executive Vice President, Chief Digital and Information Officer.

Meier, age 51, joined the Company as Executive Vice President, Chief Digital and Information Officer in January 2024.

Previously, he was Executive Vice President, Chief Digital and Data Officer at Driven Brands Holding, Inc., an automotive services company, from October 2021 to January 2024.

Prior to joining Driven Brands, Mr.

Meier was employed at Whirlpool Corporation, a manufacturer of home appliances, as the Vice President, Global Technology Value Streams from 2020 to 2021 and as Vice President, Chief Information Officer from 2016 to 2020.

Meier earned a bachelor’s degree in industrial engineering from Purdue University, a master’s degree in information systems management from Carnegie Mellon University and an MBA from the Massachusetts Institute of Technology Sloan School of Management.

Daniel Valenti , Executive Vice President and General Manager, North America Doors & Distribution.

Valenti, age 46, joined the Company as Executive Vice President and General Manager, North America Doors & Distribution in January 2024.

Previously, Mr.

Valenti was employed at Whirlpool Corporation, a manufacturer of home appliances, as the Senior Vice President and General Manager, KitchenAid Small Appliances from September 2018 to December 2023.

Valenti earned a bachelor’s degree in business administration from the University of North Carolina at Chapel Hill.

Gustavo Vianna , Executive Vice President and President, Europe.

Vianna, age 55, joined the Company as Executive Vice President and President, Europe in January 2024.

Prior to joining the Company, Mr.

Vianna was employed at Aliaxis Group SA, a global manufacturer of advanced fluid management solutions, as Chief Executive Officer, EMEA from November 2020 to September 2022 and as Chief Business Officer from September 2019 to November 2020.

Previously, he was the Chief Executive Officer, Pipe Business for Saint-Gobain Europe du Nord, a manufacturer and distributor of construction materials, from September 2016 to February 2019.

Vianna earned a bachelor’s degree in electrical engineering from Pontifical Catholic University and a master’s degree in business administration from Fundacão Getúlio Vargas.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business