Material Event (Form 8-K)

As previously disclosed, on August 5, 2025, MasterBrand, Inc., a Delaware corporation ("MasterBrand"), entered into an Agreement and Plan of Merger (the "Merger Agreement," and the transactions contemplated thereby, the "Merger") with American Woodmark Corporation, a Virginia corporation ("American Woodmark"), and Maple Merger Sub, Inc., a Virginia Corporation and a wholly owned subsidiary of MasterBrand.

On November 7, 2025, MasterBrand and American Woodmark each received a Request for Additional Information and Documentary Material (the "Second Request") from the U.S. Federal Trade Commission (the "FTC") in connection with the Merger.

The Second Request was issued under notification requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The effect of the Second Request is to extend the waiting period imposed by the HSR Act until 30 days after MasterBrand and American Woodmark have substantially complied with the request, unless that period is extended voluntarily by the parties or terminated sooner by the FTC.

MasterBrand and American Woodmark intend to continue working cooperatively with the FTC to obtain regulatory clearance for the Merger as expeditiously as possible. The Merger remains subject to the satisfaction or waiver of other customary closing conditions.

MasterBrand and American Woodmark currently expect the Merger to close in early 2026.