8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 23, 2023

TREX COMPANY, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-14649	54-1910453
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

160 Exeter Drive Winchester, Virginia	22603-8605
(Address of Principal Executive Offices)	(ZIP Code)

(540) 542-6300

Registrant’s telephone number, including area code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock	TREX	New York Stock Exchange LLC

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Resignation of Chief Financial Officer

On May 23, 2023, Mr. Dennis Schemm informed Trex Company, Inc. (the “Company”) of his intention to resign from the position of Chief Financial Officer (“CFO”). Mr. Schemm’s departure is not due to a conflict or disagreement with the Company or the Company’s operations, policies or procedures. Mr. Schemm will continue to serve as CFO until June 9, 2023, at which time Mr. Bryan Fairbanks will assume the responsibilities of the CFO on an interim basis. Mr. Fairbanks served as the Company’s CFO from 2015 through April 2020 before he was named President and Chief Executive Officer. The Company has begun the search to identify its next CFO.

Item 7.01 Regulation Fd Disclosure

On May 24, 2023, the Company issued a press release announcing the resignation of Mr. Schemm as CFO as discussed in Item 5.02 above. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

(c) Trex Company, Inc. herewith files the following exhibits:

Exhibit No.	Description
99.1	Press Release dated May 24, 2023 announcing the resignation of Dennis C. Schemm. FILED HEREWITH
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	TREX COMPANY, INC.
Date: May 24, 2023	/s/ Dennis C. Schemm
	Dennis C. Schemm
	Senior Vice President and
	Chief Financial Officer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE	Contact:	Lynn Morgen/Viktoriia Nakhla
		ADVISIRY Partners
		212-750-5800

TREX COMPANY ANNOUNCES DEPARTURE OF CHIEF FINANCIAL OFFICER

WINCHESTER, Va. — May 24, 2023 — Trex Company, Inc. (NYSE:TREX), the world’s #1 brand of high-performance, low-maintenance and eco-friendly composite decking, railing and outdoor living products, today announced that Dennis Schemm has resigned as Senior Vice President and Chief Financial Officer (CFO) to accept a position in a southern region state closer to family.

“We appreciate the contributions that Dennis has made during his tenure with us. Dennis has been a valuable member of our executive leadership team, and we wish him the best with his future endeavors,” said Bryan Fairbanks, President and Chief Executive Officer (CEO).

Mr. Schemm will continue to serve as CFO until June 9, 2023, at which time the CFO responsibilities at Trex will be assumed on an interim basis by Bryan Fairbanks. Mr. Fairbanks served as CFO from August 2015 until being named CEO and a member of the Board in April 2020.

The company has begun the search to identify the next CFO.

About Trex Company

For more than 30 years, Trex Company [NYSE: TREX] has invented, reinvented and defined the composite decking category. Today, the Company is the world’s #1 brand of sustainably made, wood-alternative decking and deck railing – all proudly manufactured in the U.S.A. – and a leader in high performance, low-maintenance, eco-friendly outdoor living products. Trex boasts the industry’s strongest distribution network with products sold through more than 6,700 retail outlets across six continents. Through strategic licensing agreements, the Company offers a comprehensive outdoor living portfolio that includes deck drainage, flashing tapes, LED lighting, outdoor kitchen components, pergolas, spiral stairs, fencing, lattice, cornhole and outdoor furniture – all marketed under the Trex^® brand. Based in Winchester, Va., Trex is proud to have been named 2023 America’s Most Trusted^® Decking Brand and one of 2022’s 50 Best U.S. Manufacturers by Industry Week. For more information, visit trex.com. You also can follow Trex on LinkedIn (https://www.linkedin.com/company/trex-company/), Twitter (@Trex_Company), Instagram (@trexcompany), Pinterest (trexcompany) or Houzz (trexcompany-inc), “like” Trex on Facebook (@TrexCompany) or view product and demonstration videos on the brand’s YouTube channel (TheTrexCo).

XML

Document and Entity Information	May 23, 2023
Cover [Abstract]
Entity Registrant Name	TREX CO INC
Amendment Flag	false
Entity Central Index Key	0001069878
Document Type	8-K
Document Period End Date	May 23, 2023
Entity Incorporation State Country Code	DE
Entity File Number	001-14649
Entity Tax Identification Number	54-1910453
Entity Address, Address Line One	160 Exeter Drive
Entity Address, City or Town	Winchester
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	22603-8605
City Area Code	(540)
Local Phone Number	542-6300
Security 12b Title	Common stock
Trading Symbol	TREX
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false