MasterBrand, Inc.
−Removed: (“we,” “us,” “our,” “MasterBrand” or the “Company”) was founded over 70 years ago in 1954 under the name United Cabinet Incorporated.
+Added: (“we,” “us,” “our,” “MasterBrand” or the “Company”), was founded over 70 years ago in 1954 under the name United Cabinet Incorp orated.
We are the largest manufacturer of residential cabinets in North America, based on 2024 reported net sales.
−Removed: Our products are sold throughout the United States and Canada to the remodeling and new construction markets through three primary channels:
+Added: O ur products are sold throughout the United States and Canada to the remodeling and new construction markets through three primary channels:
dealers, retailers and builders.
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The Separation was completed through a series of transactions ending with a pro rata distribution of all of the shares of MasterBrand, Inc.
−Removed: common stock owned by Fortune Brands to Fortune Brands stockholders (the “Distribution”).
−Removed: After the Distribution, we became an independent, publicly-traded company.
+Added: common stock owned by Fortune Brands to Fortune Brands shareholders, after which we became an independent, publicly-traded company.
On July 10, 2024, we acquired all of the issued and outstanding limited liability interests of Dura Investment Holdings LLC, the parent company of Supreme Cabinetry Brands, Inc.
(“Supreme”), a cabinetry company.
−Removed: Supreme is a domestic manufacturer of residential cabinetry with a portfolio of product lines significantly focused on premium products.
+Added: Supreme was a domestic manufacturer of residential cabinetry with a portfolio of product lines significantly focused on premium products.
Supreme, with manufacturing facilities located in Minnesota, Iowa and North Carolina, and its two brands, Dura Supreme and Bertch cabinetry, crafts framed and frameless cabinetry for a nationwide network of dealers.
−Removed: The combined company is reaching more customers, through its highly complementary dealer networks, with greater efficiency and effectiveness.
−Removed: Through this transaction, MasterBrand broadened its portfolio of premium cabinetry in the resilient and attractive kitchen and bath categories, further diversifying its channel distribution and adding to its strategically located facility footprint.
+Added: On August 6, 2025, we announced the execution of a definitive agreement whereby the Company will combine with American Woodmark Corporation (“American Woodmark”), a Virginia corporation, in an all-stock transaction.
+Added: The Company, Maple Merger Sub, Inc.
+Added: (“Merger Sub”), a Virginia corporation and direct, wholly owned subsidiary of the Company, and American Woodmark entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into American Woodmark, with American Woodmark surviving the merger and continuing as a wholly owned subsidiary of the Company (the “Merger”).
+Added: The closing of the Merger, which is expected to occur in early 2026, is subject to the receipt of clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the satisfaction or waiver of other customary closing conditions.
+Added: Both companies received the necessary shareholder approval at their respective special meetings of shareholders held on October 30, 2025.
Our superior product quality, innovative design and service excellence drives a compelling value proposition.
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Through empowering associates to remedy issues locally, the MasterBrand Way fosters problem-solving and enhances our culture of continuous improvement.
−Removed: Beyond improved engagement and retention, we are able to witness leadership among our associates and develop internal talent.
+Added: Beyond improved engagement and retention, we are able to identify leadership potential among our associates to develop internal talent.
As opportunities present themselves across the organization, we are positioned to staff these roles internally.
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This acquisition allows us to reach more customers, through highly complementary dealer networks, with greater efficiency and effectiveness, and has broadened our portfolio of premium cabinetry in the resilient and attractive kitchen and bath categories.
−Removed: We believe we will have opportunities to drive future value creation through additional thoughtful and strategic acquisitions.
+Added: We believe we will have opportunities to drive future value creation through additional thoughtful and strategic acquisitions, including the pending merger with American Woodmark.
We regularly monitor the landscape for attractive opportunities that could allow us to leverage our operations and strong customer relationships, expand our portfolio of products and expand into new categories and geographies.
−Removed: We expect to drive long-term stockholder value by utilizing a disciplined process to identify, evaluate and execute strategic acquisitions and integrate acquired businesses.
+Added: We expect to drive long-term shareholder value by utilizing a disciplined process to identify, evaluate and execute strategic acquisitions and integrate acquired businesses.
Our products are sold primarily throughout the United States and Canada to the remodeling and new construction markets through three primary channels:
Dealers, Retailers and Builders.
−Removed: We built the industry’s largest and, we believe, strongest network, with well-established relationships with over 7,700 cabinet dealers across the United States and Canada, inclusive of those acquired with Supreme.
+Added: We built the industry’s largest and, we believe, strongest network, with well-established relationships with over 7,900 cabinet dealers across the United States and Canada.
Many of these dealers have been partners for decades and cover a wide spectrum of the market.
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Our relationships with our key builders and our channel partners that service them have existed for decades, and we continue to work together to penetrate new and growing single-family construction markets .
−Removed: In addition, we are actively growing our presence in the emerging cabinets e-commerce channel, including through our retail channel partners’ online presence, and are actively partnering with leading players to develop continuing opportunities to penetrate and innovate in this exciting category.
+Added: In addition, we are actively growing our presence in the emerging cabinets e-commerce channel, including through our retail channel partners’ online presence, and are actively partnering with leading players to develop continuing opportunities to penetrate and innovate in this evolving area.
Our business competes based on quality, price, service and responsiveness to dealer, retailer and builder needs, as well as end-user consumer preferences.
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The Home Depot, Inc.
−Removed: (“The Home Depot”) comprised approximately 15 percent, 16 percent and 17 percent of our net sales for our 2024, 2023 and 2022 fiscal years, respectively.
+Added: (“Home Depot”) comprised approximately 13 percent, 15 percent and 16 percent of our net sales for our 2025, 2024 and 2023 fiscal years, respectively.
Net sales to international markets represented approximately 4 percent, 5 percent and 5 percent for our 2025, 2024 and 2023 fiscal years, respectively.
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These materials are available from a number of sources.
−Removed: Volatility in the prices of commodities and transportation costs in making and distributing our products impacts the cost of manufacturing our products.
+Added: Volatility in the prices of commodities and transportation costs in making and distributing our products, as well as changes in trade policies and corresponding tariff rates, impact the cost of manufacturing our products.
Intellectual Property
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Since 2018, we have partnered with the National Forest Foundation (“NFF”) tree planting campaign.
−Removed: NFF works with U.S.
+Added: NFF works with the U.S.
Forest Service to promote the health and public enjoyment of our 193-million-acre National Forest System.
−Removed: We support NFF’s campaign to plant 50 million trees across national forests by the end of 2025, of which, the NFF has planted 38.2 million trees as of December 29, 2024.
+Added: We supported NFF’s successful campaign to plant 50 million trees across national forests by the end of 2025, with the NFF planting 50.4 million trees as of December 28, 2025.
We reserve for remediation activities to clean up potential environmental liabilities as required by federal and state laws based on our best estimate of undiscounted future costs, excluding possible insurance recoveries or recoveries from other third parties.
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Two of our primary safety measures are the Total Recordable Incidence Rate (“TRIR”) and Lost Time Rate (“LTR”).
−Removed: For our 2024 fiscal year, our TRIR was 0.64, compared to 0.84 for our 2023 fiscal year, and our LTR was 0.18 for both our 2024 and 2023 fiscal years.
+Added: For our 2025 fiscal year, our TRIR was 0.83, compared to 0.64 for our 2024 fiscal year, and our LTR was 0.33 in 2025, compared to 0.18 in 2024.
+Added: Data for 2025 includes injuries from the Supreme locations acquired in July 2024.
Our safety focus is also demonstrated by comparing our TRIR and LTR to the Bureau of Labor Statistics (“BLS”) industry averages.
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We believe attracting and engaging talented associates with diverse perspectives enables us to be more innovative, responsive to consumer needs and deliver strong performance and growth.
−Removed: We support our communities through outreach and investment.
Our engagement pulse survey fosters our associate listening strategy, providing routine feedback and meaningful action to drive improvement in our culture.
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As a holding company, we are a legal entity separate and distinct from our subsidiaries.
−Removed: Accordingly, our right, and thus the rights of our creditors (including holders of debt and other obligations) and stockholders to participate in any distribution of the assets or earnings of any subsidiary is subject to the claims of creditors of the subsidiary, except to the extent that our claims as a creditor of such subsidiary may be recognized, in which event our claims may in certain circumstances be subordinate to certain claims of others.
+Added: Accordingly, our right, and thus the rights of our creditors (including holders of debt and other obligations) and shareholders to participate in any distribution of the assets or earnings of any subsidiary is subject to the claims of creditors of the subsidiary, except to the extent that our claims as a creditor of such subsidiary may be recognized, in which event our claims may in certain circumstances be subordinate to certain claims of others.
In addition, as a holding company, the source of our unconsolidated revenues and funds is dividends and other payments from subsidiaries.
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The Company’s website is http://www.masterbrand.com.
−Removed: The Company has adopted charters for each of its Audit, Compensation and Nominating, Environmental, Social and Governance Committees, corporate governance guidelines and a code of conduct, which are available on the Company’s website and will be available to any stockholder who requests them from the Company’s Investor Relations department.
+Added: The Company has adopted charters for each of its Audit, Compensation and Nominating and Governance Committees, corporate governance guidelines and a code of conduct, which are available on the Company’s website and will be available to any shareholder who requests them from the Company’s Investor Relations department.
The use of our website serves as a channel of distribution of the Company’s information and the information we post through our website may be deemed material.
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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.