JELD-WEN Holding Inc
For the period ended Dec 31, 2023. Filed Feb 20, 2024.
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FY2023 · Filed Feb 20, 2024
JELD$1.01-12.2%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
- Financial Statements
The financial statements are set forth under Item 8 -Financial Statements and Supplementary Data of this Form 10-K.
- Financial Statement Schedules
All financial statements and schedules are omitted because they are not applicable, not required, or the information is included in the financial statements or the notes thereto.
- Exhibits
The exhibits listed on the accompanying Exhibit Index are filed or incorporated by reference as part of this Form 10-K and such Exhibit Index is incorporated herein by reference.
| Exhibit No. | Exhibit Description | Form | File No. | Exhibit | Filing Date |
|---|---|---|---|---|---|
| 3.1 | Second Amended and Restated Certificate of Incorporation of JELD-WEN Holding, Inc. | 8-K | 001-38000 | 3.1 | May 4, 2022 |
| 3.2 | Fourth Amended and Restated Bylaws of JELD-WEN Holding, Inc. | 8-K | 001-38000 | 3.1 | February 9, 2024 |
| 4.1 | Description of Securities. | 10-K | 001-38000 | 4.1 | February 22, 2022 |
| 4.2 | Indenture, dated as of December 14, 2017, among JELD-WEN, Inc., the guarantors party thereto and Wilmington Trust, National Association, as Trustee (including for of Note). | 8-K | 001-38000 | 4.1 | December 14, 2017 |
| 4.3 | First Supplemental Indenture, dated as of December 21, 2018, among American Building Supply, Inc., J B L Hawaii, Limited and Wilmington Trust, National Association, as Trustee. | 8-K | 001-38000 | 4.1 | December 27, 2018 |
| 4.4 | Second Supplemental Indenture, dated as of September 24, 2020, among Milliken Millwork, Inc., VPI Quality Windows, Inc., subsidiaries of JELD-WEN, Inc. and Wilmington Trust, National Association, as Trustee. | 10-Q | 001-38000 | 4.2 | November 3, 2020 |
| 4.5 | Third Supplemental Indenture, dated as of December 31, 2020, among JELD-WEN, Inc., the guarantors party thereto and Wilmington Trust, National Association, as Trustee. | 10-K | 001-38000 | 4.9 | February 23, 2021 |
| 4.6 | Indenture, dated as of May 4, 2020, among JELD-WEN, Inc., the guarantors party thereto and Wilmington Trust, National Association, as trustee and notes collateral agent (including form of Notes). | 8-K | 001-38000 | 4.1 | May 5, 2020 |
| 4.7 | First Supplemental Indenture, dated September 24, 2020, to the Senior Secured Notes Indenture, dated May 4, 2020, to the Senior Secured Notes Indenture, dated May 4, 2020, among Milliken Millwork, Inc., subsidiaries of JELD-WEN, Inc., and Wilmington Trust, National Association, as Trustee. | 10-Q | 001-38000 | 4.1 | November 3, 2020 |
| 4.8 | Second Supplemental Indenture, dated as of December 31, 2020, among JELD-WEN, Inc., the guarantors party thereto and WilmingtonTrust, National Association, as Trustee and Notes Collateral Agent. | 10-K | 001-38000 | 4.12 | February 23, 2021 |
| 4.9 | Pledge and Security Agreement, dated as of May 4, 2020, among JELD-WEN, Inc., JELD-WEN Holding, Inc., the other grantors party thereto and Wilmington Trust, National Association, as notes collateral agent. | 8-K | 001-38000 | 4.2 | May 5, 2020 |
| 4.10 | Guarantor Joinder Agreement, dated as of September 24, 2020, to the Term Loan Credit Agreement, dated as of October 15, 2014 (as amended on July 1, 2015, November 1, 2016, March 7, 2017, December 14, 2017, September 20, 2019) among Milliken Millwork, Inc., VPI Quality Windows, Inc., and Bank of America, N.A., as Administrative Agent. | 10-Q | 001-38000 | 4.3 | November 3, 2020 |
| 4.11 | Borrower Joinder Agreement, dated as of September 24, 2020, to the Revolving Credit Agreement, dated as of October 15, 2014 (as amended on July 1, 2015, November 1, 2016, December 14, 2017, December 21, 2018 and December 31, 2019) among Milliken Millwork, Inc., VPI Quality Windows, Inc., and Wells Fargo Bank, National Association, as Administrative Agent. | 10-Q | 001-38000 | 4.4 | November 3, 2020 |
| Exhibit No. | Exhibit Description | Form | File No. | Exhibit | Filing Date |
|---|---|---|---|---|---|
| 10.1 | Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other guarantors party thereto, Wells Fargo Bank, National Association, and the lenders party thereto, dated October 15, 2014. | S-1 | 333-211761 | 10.1 | June 1, 2016 |
| 10.2 | Amendment No. 1 to Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the subsidiary guarantors party thereto, Wells Fargo Bank, National Association, and the lenders party thereto, dated July 1, 2015. | S-1 | 333-211761 | 10.1.1 | June 1, 2016 |
| 10.3 | Amendment No. 2 to Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., Karona, Inc., the subsidiary guarantors party thereto, Wells Fargo Bank, National Association, and the lenders party thereto, dated November 1, 2016. | S-1/A | 333-211761 | 10.1.2 | November 17, 2016 |
| 10.4 | Amendment No. 3 to Credit Agreement, among JELD-WEN, Inc., JELD-WEN Holding, Inc., JELD-WEN of Canada, Ltd., the other borrowers party thereto, the subsidiary guarantors party thereto, the lenders party thereto, Wells Fargo Bank, National Association, as administrative agent, issuing bank and swingline lender and the other parties thereto, dated as of December 14, 2017. | 8-K | 001-38000 | 10.1 | December 15, 2017 |
| 10.5 | Amendment No. 4, dated as of December 21, 2018, among JELD-WEN, Inc., American Building Supply, Inc., J B L Hawaii, Limited, the other borrowers party thereto, the subsidiary guarantors party thereto, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent. | 8-K | 001-38000 | 10.1 | December 27, 2018 |
| 10.6 | Amendment No. 5, dated as of December 31, 2019, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other borrowers and subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto. | 8-K | 001-38000 | 10.1 | January 6, 2020 |
| 10.7 | Amendment No. 6, dated as of July 28, 2021, among JELD-WEN Holding, Inc., JELD_WEN, Inc., the subsidiary guarantors party thereto, and Bank of America, N.A., as administrative agent. | 10-Q | 001-38000 | 10.2 | August 2, 2021 |
| 10.8 | Amendment No. 7 to Credit Agreement, dated as of June 15, 2023, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other borrowers and subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto | 8-K | 001-38000 | 10.1 | June 16, 2023 |
| 10.9 | Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., Onex BP Finance LP, the other guarantors party thereto, Bank of America, N.A. and the lenders party thereto, dated October 15, 2014. | S-1 | 333-211761 | 10.2 | June 1, 2016 |
| 10.10 | Amendment No. 1 to Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc., Onex BP Finance LP, the subsidiary guarantors party thereto, Bank of America, N.A., and the lenders party thereto, dated July 1, 2015. | S-1 | 333-211761 | 10.2.1 | June 1, 2016 |
| 10.11 | Amendment No. 2 to Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc. the subsidiary guarantors party thereto, Onex BP Finance LP, Bank of America, N.A., and the lenders party thereto, dated November 1, 2016. | S-1/A | 333-211761 | 10.2.2 | November 17, 2016 |
| 10.12 | Amendment No. 3 to Term Loan Credit Agreement, among JELD-WEN Holding, Inc., JELD-WEN, Inc. the subsidiary guarantors party thereto, Onex BP Finance LP, Bank of America, N.A., and the lenders party thereto, dated March 7, 2017. | 8-K | 001-38000 | 10.1 | March 8, 2017 |
| 10.13 | Amendment No. 4, by and among JELD-WEN, Inc., JELD-WEN Holding, Inc., the subsidiary guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent and the other parties thereto, dated as of December 14, 2017. | 8-K | 001-38000 | 10.2 | December 15, 2017 |
| 10.14 | Amendment No. 5, dated as of September 20, 2019, among JELD-WEN Holding, Inc., JELD-WEN, Inc., the subsidiary guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent. | 8-K | 001-38000 | 10.1 | September 20, 2019 |
| 10.15 | Amendment No. 6, dated as of July 28, 2021, among JELD-WEN Holding, Inc., JELD-WEN, Inc., JELD-WEN of Canada, Ltd., the other borrowers and subsidiary guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto. | 10-Q | 001-38000 | 10.3 | August 2, 2021 |
| 10.16 | Amendment No. 7 to Term Loan Credit Agreement, dated as of June 16, 2023, among JELD-WEN Holding, Inc., JELD-WEN, Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent, and the other parties thereto. | 8-K | 001-38000 | 10.2 | June 16, 2023 |
| Exhibit No. | Exhibit Description | Form | File No. | Exhibit | Filing Date |
|---|---|---|---|---|---|
| 10.17 | Amendment No. 8 to Term Loan Credit Agreement, dated as of January 19, 2024, among JELD-WEN Holding, Inc., JELD-WEN, Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent, and the other parties thereto. | 8-K | 001-38000 | 10.1 | January 19, 2024 |
| 10.18 | Share Sale Agreement, dated April 17, 2023, by and between JW International Holdings, Inc. and Aristotle Holding III Pty Limited | 8-K | 001-38000 | 2.1 | April 18, 2023 |
| 10.19+ | JELD-WEN Holding, Inc. Amended and Restated Stock Incentive Plan, dated January 30, 2017. | 10-Q | 001-38000 | 10.14 | May 12, 2017 |
| 10.20+ | Form of Nonstatutory Common Stock Option Agreement under JELD-WEN Holding, Inc. Amended and Restated Stock Incentive Plan. | S-1/A | 333-211761 | 10.7 | December 16, 2016 |
| 10.21+ | Form of Nonstatutory Class B-1 Common Stock Option Agreement under JELD-WEN Holding, Inc. Amended and Restated Stock Incentive Plan. | S-1/A | 333-211761 | 10.8 | December 16, 2016 |
| 10.22+ | JELD-WEN Holding, Inc. 2017 Omnibus Equity Plan. | 10-K | 001-38000 | 10.18 | February 22, 2022 |
| 10.23+ | Amendment to Form of Nonqualified Stock Option Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Equity Plan. | 10-Q | 001-38000 | 10.2 | April 30, 2021 |
| 10.24+ | Form of Restricted Stock Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. | 10-K | 001-38000 | 10.20 | February 22, 2022 |
| 10.25+ | Form of Performance Share Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. | 10-K | 001-38000 | 10.21 | February 22, 2022 |
| 10.26*+ | Form of Nonqualified Stock Option Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. | ||||
| 10.27*+ | Form of Restricted Stock Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. | ||||
| 10.28*+ | Form of Performance Share Unit Award Agreement under JELD-WEN Holding, Inc. 2017 Omnibus Plan. | ||||
| 10.29*+ | JELD-WEN Holding, Inc. 2024 Management Incentive Plan | ||||
| 10.30+ | Form of Indemnification Agreement. | S-1 | 333-211761 | 10.25 | June 1, 2016 |
| 10.31+ | Form of Separation Agreement between JELD-WEN Holding, Inc. and executive officers. | 10-Q | 001-38000 | 10.1 | September 24, 2022 |
| 10.32+ | Amendment to Executive Employment Agreement between JELD-WEN, Holding, Inc. and Kevin C. Lilly, effective August 3, 2022. | 10-Q | 001-38000 | 10.2 | September 24, 2022 |
| 10.33+ | Form of Executive Employment Agreement between JELD-WEN Holding, Inc. and executive officers. | 10-Q | 001-38000 | 10.1 | August 5, 2020 |
| 10.34 | The JELD-WEN Deferred Compensation Plan, effective April 1, 2022 | 8-K | 001-38000 | 10.1 | February 18, 2022 |
| 19.1* | Securities Trading and Disclosure Policy | ||||
| 21.1* | List of subsidiaries of JELD-WEN Holding, Inc. | ||||
| 22.1 | Subsidiary Guarantors and Issuers of Guaranteed Securities. | 10-K | 001-38000 | 22.1 | February 22, 2022 |
| 23.1* | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. | ||||
| 24.1* | Power of Attorney (included on the signature page of this Annual Report on Form 10-K). | ||||
| 31.1* | Certification of Periodic Report by Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 31.2* | Certification of Periodic Report by Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 32.1* | Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||||
| 97.1* | JELD-WEN Holding, Inc. Incentive Compensation Clawback Policy | ||||
| 101.INS* | Inline XBRL Instance Document. | ||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document. | ||||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | ||||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document. | ||||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document. | ||||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | ||||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101). | ||||
| Exhibit No. | Exhibit Description | Form | File No. | Exhibit | Filing Date | |
|---|---|---|---|---|---|---|
| * | Filed herewith. | |||||
| + | Indicates management contract or compensatory plan. | |||||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.