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): September 5, 2022

JELD-WEN HOLDING, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-38000	93-1273278
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

2645 Silver Crescent Drive

Charlotte, North Carolina 28273

(Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code: (704) 378-5700

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-4c))

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 (par value $0.01 per share)	JELD	New York Stock Exchange

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.

On September 5, 2022, the board of directors (the “Board”) of JELD-WEN Holding, Inc. (the “Company”) increased the size of the Board from seven to eight directors and appointed Catherine A. Halligan to serve as a director of the Company. Ms. Halligan will receive the same compensation as the Company’s other non-employee directors. The Company’s director compensation program is described in the Company’s definitive proxy statement, dated March 18, 2022.

There is no arrangement or understanding between Ms. Halligan and any other person pursuant to which she was selected as a director, and she does not have any direct or indirect material interest in any transaction or proposed transaction required to be disclosed at this time under Item 404(a) of Regulation S-K. There are no family relationships between Ms. Halligan and any of the Company’s directors or executive officers.

The Company issued a press release announcing the appointment of Ms. Halligan and a copy is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release, dated September 7, 2022.
104	Cover Page Interactive Data file (formatted as Inline XBRL).

SIGNATURES

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.

Date: September 7, 2022		JELD-WEN HOLDING, INC.
	By:	/s/ Roya Behnia
		Roya Behnia
		EVP, Chief Legal Officer and Corporate Affairs

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated September 7, 2022.
104	Cover Page Interactive Data file (formatted as Inline XBRL).

EX-99

Exhibit 99.1 JELD-WEN Appoints Catherine A. Halligan to Board of Directors Charlotte, N.C., September 7, 2022 -- JELD-WEN Holding, Inc. (NYSE: JELD), a leading global manufacturer of building products, today announced the appointment of Catherine A. Halligan to its board of directors, effective September 5, 2022. Today’s announcement adds a fourth woman to JELD-WEN’s board of directors and expands it to eight members, seven of whom are independent. “Cathy brings extensive board experience and deep expertise in digital transformation, marketing and e- commerce, and we are thrilled to welcome her to the board,” said David Nord, JELD-WEN’s board chair. “Cathy’s strong leadership and background will be a tremendous asset as we strengthen JELD-WEN’s focus on delivering an exceptional customer experience across all channels.” Halligan currently serves on the board of directors of three publicly traded companies: Driven Brands Holdings Inc., Ferguson plc and Ulta Beauty, Inc. Halligan was also a board director for FLIR Systems, Inc. and privately held Wilton Brands. Previously, she served as senior vice president of sales and marketing at PowerReviews and held senior marketing and e-commerce roles at Walmart, including chief marketing officer of Walmart.com. Prior to Walmart, Halligan served in senior-level marketing positions at various companies including Blue Nile, Williams-Sonoma and Gymboree. She earned a bachelor’s degree in finance from Northern Illinois University. ### About JELD-WEN Holding, Inc. Headquartered in Charlotte, N.C., JELD-WEN is 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. JELD-WEN delivers a differentiated customer experience, providing construction professionals with durable, energy-efficient products and labor-saving services that help them maximize productivity and create beautiful, secure spaces for all to enjoy. The JELD-WEN team is driven by innovation and committed to creating safe, sustainable environments for customers, associates, and local communities. 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 Australia. Investor Relations Contact: JELD-WEN Holding, Inc. Chris Teachout Director, Investor Relations 704-378-7007 investors@jeldwen.com

Exhibit 99.1 Media Contact: JELD-WEN Holding, Inc. Colleen Penhall Vice President, Corporate Communications 980-322-2681 cpenhall@jeldwen.com Forward-Looking Statements Certain statements in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements by our board chair and statements regarding our business strategies and ability to execute on our plans, market potential, future financial performance, customer demand, and our expectations, beliefs, plans, objectives, prospects, assumptions, or other future events. Forward-looking statements are generally identified by our use of forward-looking terminology such as “anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”, “intend”, “may”, “might”, “plan”, “potential”, “predict”, “seek”, or “should”, or the negative thereof or other variations thereon or comparable terminology. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is based on the current plans, expectations, assumptions, estimates, and projections of our management. Although we believe that these statements are based on reasonable expectations, assumptions, estimates and projections, they are only predictions and involve known and unknown risks, many of which are beyond our control that could cause actual outcomes and results to be materially different from those indicated in such statements. Risks and uncertainties that could cause actual results to differ materially from such statements, including the factors discussed in our Annual Reports on Form 10-K and our other filings with the Securities and Exchange Commission. The forward-looking statements included in this release are made as of the date hereof, and except as required by law, we undertake no obligation to update, amend or clarify any forward-looking statements to reflect events, new information or circumstances occurring after the date of this release.

XML

Cover Cover	Sep. 05, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	Sep. 05, 2022
Entity Registrant Name	JELD-WEN HOLDING, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38000
Entity Tax Identification Number	93-1273278
Entity Address, Street Address	2645 Silver Crescent Drive
Entity Address, City	Charlotte
Entity Address, State	NC
Entity Address, Postal Zip Code	28273
City Area Code	704
Local Phone Number	378-5700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock (par value $0.01 per share)
Trading Symbol	JELD
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001674335
Amendment Flag	false