8-K current report · filed May 28, 2026

MasterBrand, Inc. (MBC) 8-K Current Report: May 28, 2026

Item 2.01Item 5.02Item 7.01MBC overviewOriginal on SEC EDGAR

Short answer

MasterBrand, Inc. (MBC) filed an 8-K current report with the SEC on May 28, 2026 reporting Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 5.02 (Departure/Election of Directors or Officers), Item 7.01 (Regulation FD Disclosure). $375 million Term Loan A drawn on May 28, 2026, funding completion of the American Woodmark merger.

MasterBrand, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 2.01 · Completion of Acquisition or Disposition of Assets

  • $375 million Term Loan A drawn on May 28, 2026, funding completion of the American Woodmark merger
  • Approximately $367.5 million used to repay and terminate American Woodmark’s existing debt
  • Remaining proceeds reimbursed MasterBrand for First Amendment and merger fees and expenses
  • New borrowing increases MasterBrand’s post-merger debt obligations and financing leverage

Item 5.02 · Departure/Election of Directors or Officers

  • Three former American Woodmark directors joined MasterBrand’s Board: Andrew Cogan, Philip Fracassa and Daniel Hendrix
  • All three appointed as independent directors, expanding the post-merger board to 11 directors
  • Philip Fracassa, a Class I director, faces re-election at MasterBrand’s June 4, 2026 Annual Meeting
  • Directors receive standard nonemployee board compensation under MasterBrand’s proxy policies
  • David Petratis remains Chairman under the merger agreement

Item 7.01 · Regulation FD Disclosure

  • Filing provides only an incorporation-by-reference disclaimer for the 8-K and Exhibit 99.1
  • No substantive Regulation FD disclosure or investor-impacting business information in the provided text

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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