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“Demand trends remain challenged in both the new construction and remodel markets. Our teams are executing well despite the lower volumes and delivered Adjusted EBITDA margins of 10.0% for the second fiscal quarter,” said Scott Culbreth, President and CEO. “Actions have been put in place or are in process to mitigate tariff and lower demand impacts on the business, including structural cost reductions, supplier negotiations, alternative sourcing and price increases. We estimate the unmitigated tariff impact at the current rates, in effect as of today's date, to represent approximately 4-4.5% of the Company’s annualized net sales with the impact varying by product category. This impact does not include the potential increase on Section 232 tariffs to 50%. The Company is also focused on closing the previously announced merger transaction with MasterBrand, Inc. so that we can provide a broader product portfolio across expanded channels, advance our innovation capabilities, and create exciting opportunities for team members.”

Net sales for the second quarter of fiscal 2026 decreased $57.8 million, or 12.8%, to $394.6 million compared with the same quarter last fiscal year. Net income was $6.1 million ($0.42 per diluted share and 1.5% of net sales) compared with $27.7 million ($1.79 per diluted share and 6.1% of net sales) for the same quarter last fiscal year. Net income decreased $21.6 million due to the following: lower net sales, higher tariff and input costs, merger-related expenses, higher interest expense, and restructuring charges, net. These increases were partially offset by lower volume-based costs at our operating locations, lower incentive compensation, favorable mark-to-market adjustments on our foreign exchange forward contracts, and controlled discretionary spending across all locations and functions. Adjusted EPS per diluted share was $0.76 for the second quarter of fiscal 2026 compared with $2.08 for the same quarter last fiscal year. Adjusted EBITDA for the second quarter of fiscal 2026 decreased $20.6 million, or 34.1%, to $39.6 million, or 10.0% of net sales, compared with $60.2 million, or 13.3% of net sales, for the same quarter last fiscal year.

Net sales for the first six months of fiscal 2026 decreased $113.9 million, or 12.5%, to $797.7 million compared with the same period last fiscal year. Net income was $20.7 million ($1.42 per diluted share and 2.6% of net sales) compared with $57.3 million ($3.68 per diluted share and 6.3% of net sales) for the same period last fiscal year. Net income decreased $36.6 million due to the following: lower net sales combined with an unfavorable mix shift towards value-based offerings, higher tariff and product input costs, increased Digital Transformation spending related to our ERP deployment strategy, merger-related expenses, higher interest expense, and restructuring charges, net. These increases were partially offset by lower volume-based costs at our operating locations, lower incentive compensation, favorable mark-to-market adjustments on our foreign exchange forward contracts, and controlled discretionary spending across all locations and functions. Adjusted EPS per diluted share was $1.77 for the first six months of fiscal 2026 compared with $4.22 for the same period last fiscal year. Adjusted EBITDA for the first six months of fiscal 2026 decreased $41.2 million, or 33.5%, to $81.9 million, or 10.3% of net sales, compared with $123.1 million, or 13.5% of net sales, for the same period last fiscal year.

In light of our pending merger with MasterBrand, Inc., previously announced on August 6, 2025, we will not be holding a conference call to discuss our second quarter of fiscal 2026 results and we will not be providing or updating previously issued financial guidance.

As of October 31, 2025, the Company had $52.1 million in cash plus access to $315.2 million of additional availability under its revolving credit facility. Also, as of October 31, 2025, the Company had $195.0 million in term loan debt and $173.4 million drawn on its revolving credit facility and net leverage was 1.90.

Cash provided by operating activities for the first six months of fiscal 2026 was $44.3 million and free cash flow totaled $24.0 million. The Company repurchased 209,757 shares, or approximately 1.4% of shares outstanding, for $12.4 million during the first six months of fiscal 2026.

American Woodmark celebrates the creativity in all of us. With over 7,800 employees and more than a dozen brands, we’re one of the nation’s largest cabinet manufacturers. From inspiration to installation, we help people find their unique style and turn their home into a space for self-expression. By partnering with major home centers, builders, and independent dealers and distributors, we spark the imagination of homeowners and designers and bring their vision to life. Across our service and distribution centers, our corporate office, and manufacturing facilities, you’ll always find the same commitment to customer satisfaction, integrity, teamwork, and excellence. Visit americanwoodmark.com to learn more and start building something distinctly your own.

We have presented certain financial measures in this press release which have not been prepared in accordance with U.S. generally accepted accounting principles (GAAP). Definitions of our non-GAAP financial measures and a reconciliation to the most directly comparable financial measure calculated in accordance with GAAP are provided below following the financial highlights under the heading "Non-GAAP Financial Measures."

Safe harbor statement under the Private Securities Litigation Reform Act of 1995: All forward-looking statements made by the Company involve material risks and uncertainties and are subject to change based on factors that may be beyond the Company's control. Accordingly, actual outcomes and results may differ materially from those expressed or implied in any such forward looking statements. Such factors include, but are not limited to, those described in the Company's filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q. The Company does not undertake to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.


AMERICAN WOODMARK CORPORATION

Unaudited Financial Highlights

(in thousands, except share data)

Operating Results

		Three Months Ended				Six Months Ended
		October 31,				October 31,
		2025		2024		2025		2024

Net sales		$	394,637	$	452,482	$	797,683	$	911,610
Cost of sales & distribution		334,734		366,771		670,290		733,033
	Gross profit	59,903		85,711		127,393		178,577
Sales & marketing expense		21,728		21,738		45,291		46,075
General & administrative expense		24,368		20,237		47,281		41,739
Restructuring charges, net		1,458		1,133		2,280		1,133

	Operating income	12,349		42,603		32,541		89,630
Interest expense, net		4,531		2,448		8,667		4,738


Other (income) expense, net		(1,079)		4,702		(4,698)		9,942
Income tax expense		2,800		7,767		7,880		17,631
	Net income	$	6,097	$	27,686	$	20,692	$	57,319

Earnings Per Share:
Weighted average shares outstanding - diluted		14,622,814		15,435,311		14,601,845		15,557,210

Net income per diluted share		$	0.42	$	1.79	$	1.42	$	3.68


Condensed Consolidated Balance Sheet
(Unaudited)
		October 31,		April 30,
		2025		2025

Cash & cash equivalents		$	52,066	$	48,195

Customer receivables, net		104,191		111,171
Inventories		184,836		178,111
Income taxes receivable		4,986		2,567
Prepaid expenses and other		35,289		24,409
	Total current assets	381,368		364,453
Property, plant and equipment, net		238,970		244,989
Operating lease right-of-use assets		116,877		128,907



Goodwill, net		767,612		767,612
Other long-term assets, net		61,024		64,608
	Total assets	$	1,565,851	$	1,570,569

Current maturities of long-term debt		$	7,501	$	7,659
Short-term lease liability - operating		33,383		33,598
Accounts payable & accrued expenses		136,381		141,685
	Total current liabilities	177,265		182,942
Long-term debt, less current maturities		363,284		365,825
Deferred income taxes		3,792		—
Long-term lease liability - operating		90,570		102,846
Other long-term liabilities		2,700		2,958
	Total liabilities	637,611		654,571
Stockholders' equity		928,240		915,998
	Total liabilities & stockholders' equity	$	1,565,851	$	1,570,569


Condensed Consolidated Statements of Cash Flows
(Unaudited)
	Six Months Ended
	October 31,
	2025		2024

Net cash provided by operating activities	$	44,251	$	52,733
Net cash used by investing activities	(20,221)		(22,587)
Net cash used by financing activities	(20,159)		(60,827)
Net increase (decrease) in cash and cash equivalents	3,871		(30,681)
Cash and cash equivalents, beginning of period	48,195		87,398

Cash and cash equivalents, end of period	$	52,066	$	56,717

Management believes all of these non-GAAP financial measures provide an additional means of analyzing the current period's results against the corresponding prior period's results. However, these non-GAAP financial measures should be viewed in addition to, and not as a substitute for, the Company's reported results prepared in accordance with GAAP. Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.

We use EBITDA, Adjusted EBITDA and Adjusted EBITDA margin in evaluating the performance of our business, and we use each in the preparation of our annual operating budgets and as indicators of business performance and profitability. We believe EBITDA, Adjusted EBITDA, and Adjusted EBITDA margin allow us to readily view operating trends, perform analytical comparisons and identify strategies to improve operating performance. Additionally, Adjusted EBITDA is a key measurement used in our Term Loans to determine interest rates and financial covenant compliance.

We define EBITDA as net income adjusted to exclude (1) income tax expense, (2) interest expense, net, and (3) depreciation and amortization expense. We define Adjusted EBITDA as EBITDA adjusted to exclude (1) expenses related to the pending merger with MasterBrand, Inc., (2) restructuring charges, net, (3) net gain/loss on debt modification, (4) stock-based compensation expense, (5) gain/loss on asset disposals, and (6) change in fair value of foreign exchange forward contracts. We believe Adjusted EBITDA, when presented in conjunction with comparable GAAP measures, is useful for investors because management uses Adjusted EBITDA in evaluating the performance of our business.

We use Adjusted EPS per diluted share in evaluating the performance of our business and profitability. Management believes that this measure provides useful information to investors by offering additional ways of viewing the Company's results by providing an indication of performance and profitability excluding the impact of unusual and/or non-cash items. We define Adjusted EPS per diluted share as diluted earnings per share excluding the per share impact of (1) expenses related to the currently proposed merger with MasterBrand, (2) restructuring charges, net, (3) net gain/loss on debt modification, (4) change in fair value of foreign exchange forward contracts, and (5) the tax benefit of items (1) - (4).

We use free cash flow to better understand cash flow trends in our business. We believe this measure gives investors an additional perspective on cash flow from operating activities in excess of amounts required for reinvestment. It also provides a measure of our ability to repay our debt obligations. We define free cash flow as net cash provided by operating activities less capital expenditures consisting of (1) cash payments to acquire property, plant and equipment and (2) cash investments in promotional displays.


Reconciliation of EBITDA, Adjusted EBITDA and Adjusted EBITDA margin

	Three Months Ended						Six Months Ended
	October 31,						October 31,
(in thousands)	2025			2024			2025			2024

Net income (GAAP)	$	6,097		$	27,686		$	20,692		$	57,319
Add back:
Income tax expense	2,800			7,767			7,880			17,631
Interest expense, net	4,531			2,448			8,667			4,738
Depreciation and amortization expense	16,388			13,466			32,192			26,268

EBITDA (Non-GAAP)	$	29,816		$	51,367		$	69,431		$	105,956
Add back:
Merger related expenses (1)	6,484			—			9,285			—
Restructuring charges, net (2)	1,458			1,133			2,280			1,133

Net loss on debt modification	—			364			—			364
Change in fair value of foreign exchange forward contracts (3)	(1,058)			4,375			(4,614)			9,684
Stock-based compensation expense	2,627			2,864			4,887			5,805
Net loss on disposal of property, plant and equipment	315			84			609			142
Adjusted EBITDA (Non-GAAP)	$	39,642		$	60,187		$	81,878		$	123,084

Net Sales	$	394,637		$	452,482		$	797,683		$	911,610
Net income margin (GAAP)	1.5		%	6.1		%	2.6		%	6.3		%
Adjusted EBITDA margin (Non-GAAP)	10.0		%	13.3		%	10.3		%	13.5		%

(2) Restructuring charges, net are comprised of expenses incurred related to the reduction in force implemented in the first and second quarters of fiscal 2026 in the U.S. and Mexico, the closure of the distribution facility located in Dallas, Texas, which was announced in August 2025, and the closure of the manufacturing facility located in Orange, Virginia, which was announced in January 2025.

(3) In the normal course of business the Company is subject to risk from adverse fluctuations in foreign exchange rates. The Company manages these risks through the use of foreign exchange forward contracts. The changes in the fair value of the forward contracts are recorded in other (income) expense, net in the operating results.


Reconciliation of Net Income to Adjusted Net Income

	Three Months Ended				Six Months Ended
	October 31,				October 31,
(in thousands, except share data)	2025		2024		2025		2024

Net income (GAAP)	$	6,097	$	27,686	$	20,692	$	57,319
Add back:
Merger related expenses	6,484		—		9,285		—
Restructuring charges, net	1,458		1,133		2,280		1,133


Change in fair value of foreign exchange forward contracts	(1,058)		4,375		(4,614)		9,684

Tax benefit of add backs	(1,811)		(1,510)		(1,828)		(2,874)
Adjusted net income (Non-GAAP)	$	11,170	$	32,048	$	25,815	$	65,626

Weighted average diluted shares (GAAP)	14,622,814		15,435,311		14,601,845		15,557,210





EPS per diluted share (GAAP)	$	0.42	$	1.79	$	1.42	$	3.68
Adjusted EPS per diluted share (Non-GAAP)	$	0.76	$	2.08	$	1.77	$	4.22


Net Leverage

	Twelve Months Ended
	October 31,
(in thousands)	2025

Net income (GAAP)	$	62,829
Add back:
Income tax expense	17,331
Interest expense, net	14,269
Depreciation and amortization expense	61,089

EBITDA (Non-GAAP)	$	155,518
Add back:
Merger related expenses (1)	9,285
Restructuring charges, net (2)	5,755

Net gain on debt modification	(374)
Change in fair value of foreign exchange forward contracts (3)	(10,763)
Stock-based compensation expense	7,071
Net loss on disposal of property, plant and equipment	929

Adjusted EBITDA (Non-GAAP)	$	167,421

	As of
	October 31,
	2025
Current maturities of long-term debt	$	7,501
Long-term debt, less current maturities	363,284
Total debt	370,785
Less: Cash and cash equivalents	(52,066)
Net debt	$	318,719

Net leverage (4)	1.90



AMERICAN WOODMARK CORPORATION ANNOUNCES SECOND QUARTER RESULTS


Free Cash Flow

	Six Months Ended
	October 31,
	2025		2024

Net cash provided by operating activities	$	44,251	$	52,733
Less: Capital expenditures (1)	20,237		22,592
Free cash flow	$	24,014	$	30,141



P. O. Box 1980
Winchester, VA 22604-8090



Contact:			Bradley Kosler VP Finance 540-665-9100