JELD-WEN Holding, Inc.

To conform with current period presentation, certain amounts in prior period information have been reclassified.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Description of Company and Summary of Significant Accounting Policies

Nature of Business – JELD-WEN Holding, Inc., along with its subsidiaries, is a vertically integrated global manufacturer and distributor of windows, doors, and other building products that derives substantially all its revenues from the sale of its door and window products. Unless otherwise specified or the context otherwise requires, all references in these notes to “JELD-WEN,” “we,” “us,” “our,” or the “Company” are to JELD-WEN Holding, Inc. and its subsidiaries.

Our continuing operations include facilities located in the U.S., Canada, and Europe. Our products are marketed primarily under the JELD-WEN brand name in the U.S. and Canada and under JELD-WEN and a variety of acquired brand names in Europe.

Our revenues are affected by the level of new housing starts, residential and non-residential building construction, and repair and remodeling activity in each of our markets. Our sales typically follow seasonal new construction and repair and remodeling industry patterns. The peak season for home construction and remodeling in many of our markets generally corresponds with the second and third calendar quarters, and therefore, sales volume is typically higher during those quarters. Our first and fourth quarter sales volumes are generally lower due to reduced repair and remodeling activity and reduced activity in the building and construction industry as a result of colder and more inclement weather in certain areas of our geographic end markets.

Basis of Presentation – The accompanying unaudited condensed consolidated financial statements as of September 26, 2026, and for the three and nine months ended September 26, 2026 and September 27, 2025, have been prepared in accordance with GAAP for interim financial information and pursuant to the rules and regulations of the SEC. In the opinion of management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting only of normal recurring adjustments, necessary for the fair statement of the Company’s financial position for the periods presented. The results for the three and nine months ended September 26, 2026, are not necessarily indicative of the results to be expected for the year ending December 31, 2026, or any other period. The accompanying consolidated balance sheet as of December 31, 2025, was derived from audited financial statements included in our Annual Report on Form 10-K. The accompanying unaudited condensed consolidated financial statements do not include all the information and footnotes required by GAAP for annual financial statements. Accordingly, they should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025.

All U.S. dollar and other currency amounts, except share and per share amounts, are presented in thousands unless otherwise noted.

Fiscal Year – We operate on a fiscal calendar year, and each interim quarter is comprised of two 4-week periods and one 5-week period, with each week ending on a Saturday. Our fiscal year always begins on January 1 and ends on December 31. As a result, our first and fourth quarters may include more or fewer days than a traditional 91-day fiscal quarter.

Use of Estimates – The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, assumptions, and allocations that affect amounts reported in the consolidated financial statements and related notes. Significant items that are subject to such estimates and assumptions include, but are not limited to, long-lived assets including goodwill (prior to impairment) and other intangible assets, employee benefit obligations, income tax uncertainties, contingent assets and liabilities, provisions for bad debt, inventory, warranty liabilities, legal claims, valuation of derivatives, environmental remediation, and claims relating to self-insurance. Actual results could differ due to the uncertainty inherent in these estimates.

CARES Act – In the second quarter of 2025, the Company received a $6.8 million cash payment from the U.S. government for the reimbursement of the ERC, $0.8 million of which was interest income. The interest income was recognized in interest expense, net in the accompanying unaudited condensed consolidated statements of operations in the second quarter of 2025.

Warranty Accrual – In the fourth quarter of 2025, we corrected our warranty accrual calculation resulting in an additional $6.7 million of expense that should have been recognized in our prior interim periods in 2025. We have evaluated the impact on prior interim periods and concluded that the amounts were not material. Refer to Note 9 -Warranty Liability to our unaudited condensed consolidated financial statements included in this Form 10-Q for more information.

Tariff Refunds– The Company accounts for tariff refunds as gain contingencies and recognizes such refunds when realized or realizable. Following recent legal and administrative developments regarding certain tariffs imposed under the IEEPA, CBP communicated an implementation process for potential tariff refunds. During the three and nine months ended September 26, 2026, the Company recognized tariff refunds, net of amounts required to be remitted to third parties, primarily as a reduction of cost of sales, with nominal amounts recognized in other expense (income), net and interest expense, net, or as a reduction in cost of capitalized equipment, as applicable. Refunds recognized as a reduction of cost of sales were approximately $11.6 million and $12.6 million for the three and nine months ended September 26, 2026, respectively, in the accompanying unaudited condensed consolidated statements of operations.

Recent Accounting Standards Not Yet Adopted – In November 2024, the FASB issued ASU 2024-03, Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses. ASU 2024-03 requires disclosure of disaggregated information about specific natural expense categories underlying certain income statement expense line items that are considered relevant. The FASB also issued ASU 2025-01, Expense Disaggregation Disclosures: Clarifying the Effective Date, which clarifies the adoption date of ASU 2024-03 as annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted, and the guidance should be applied either prospectively to financial statements issued for reporting dates after the effective date or retrospectively to any or all prior periods presented in the financial statements. We are currently evaluating the impact of this guidance on the Company’s disclosures.

In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software. ASU 2025-06 amends certain aspects of the accounting for and disclosure of internal-use software costs under ASC 350-40. The guidance is effective for interim and annual periods beginning after December 15, 2027, with early adoption permitted, and can be applied prospectively, retrospectively, or with a modified transition approach. We are currently evaluating the impact of this guidance on the Company’s financial statements and related disclosures.

We have considered the applicability and impact of all ASUs. We have assessed the ASUs not listed above and determined that they were either not applicable or were not expected to have a material impact on our unaudited condensed consolidated financial statements.

Note 2. Divestiture

Court-Ordered Divestiture of Towanda

On January 17, 2025, pursuant to an order issued by the United States District Court for the Eastern District of Virginia, Richmond Division, JWI completed the sale of its Towanda, PA operations to WG Towanda LLC, a wholly owned subsidiary of Woodgrain Inc., for $115.0 million, subject to certain adjustments and closing conditions. Towanda was previously included within the North America segment.

Because the Company continued manufacturing door skins for its internal needs, the court-ordered divestiture did not represent a strategic shift and, therefore, did not qualify as a discontinued operation.

During the first quarter of 2025, we recorded a $0.7 million pre-tax gain on the sale of Towanda within SG&A in the unaudited condensed consolidated statement of operations, driven by a post-close net working capital adjustment. Towanda had a net carrying value of $110.8 million, consisting primarily of property and equipment, net of $65.4 million, inventories of $16.7 million, trade receivables of $8.8 million, operating lease assets, net of $2.2 million, intangible assets, net of $1.5 million, and goodwill of $33.6 million, partially offset by accounts payable of $9.2 million and other liabilities that were individually immaterial. The goodwill was not deductible for tax purposes. We recorded $8.5 million in tax expense related to the sale within income tax expense during the first quarter of 2025, of which $7.8 million was offset by a change in our tax valuation allowance in the third quarter of 2025.

Note 3. Accounts Receivable, Net

We sell our manufactured products to many customers, primarily in the residential housing construction and remodel sectors, broadly dispersed across many domestic and foreign geographic regions. We assess the credit risk relating to our accounts receivable based on quantitative and qualitative factors, including historical credit collections within each region where we have operations. We perform ongoing credit evaluations of our customers to minimize credit risk. We do not usually require collateral for accounts receivable, but do require advance payment, guarantees, a security interest in the products sold to a customer, and/or letters of credit in certain situations. Customer accounts receivable converted to notes receivable are collateralized by inventory or other collateral.

At September 26, 2026 and December 31, 2025, we had an allowance for credit losses of $10.8 million and $11.1 million, respectively.

Note 4. Inventories

Inventories are stated at the lower of cost or net realizable value. Finished goods and work-in-process inventories include material, labor, and manufacturing overhead costs.

Note 5. Property and Equipment, Net

We recorded accelerated depreciation of our plant and equipment of $3.3 million and $3.5 million during the three and nine months ended September 26, 2026, respectively, and $1.5 million and $2.4 million during the three and nine months ended September 27, 2025, respectively, within restructuring and asset-related charges, net in the accompanying unaudited condensed consolidated statements of operations. Refer to Note 16 - Restructuring and Asset-Related Charges, Netto our unaudited condensed consolidated financial statements included in this Form 10-Q for more information.

During the three and nine months ended September 26, 2026, we recorded impairment charges of $2.5 million and $5.6 million, respectively, within SG&A and accelerated depreciation of $1.3 million in the nine months ended September 26, 2026, within cost of sales in the accompanying unaudited condensed consolidated statement of operations, each related to property and equipment identified through our North America equipment capacity optimization review. The impaired assets were written down to estimated fair values because the assets had no expected future use or alternative market.

Currency translation decreased the carrying value of our foreign property and equipment, net, by $8.1 million as of September 26, 2026 compared to December 31, 2025.

Depreciation expense was recorded as follows:

Note 6. Goodwill

As previously disclosed, the Company recognized non‑cash goodwill impairment charges of $137.7 million and $196.9 million in the three months ended March 29, 2025 and September 27, 2025, respectively. As a result, goodwill was fully impaired at December 31, 2025. Refer to our 2025 Form 10‑K for the annual rollforward and additional details.

Goodwill was tested for impairment on an annual basis during the fourth quarter and between annual tests if indicators of potential impairment existed. The goodwill impairment tests were based on determining the fair value of the specified reporting units using management judgments and assumptions under two valuation approaches: discounted cash flows under the income approach (classified in Level 3 of the fair value hierarchy) and comparable company market valuation under the market approach (classified in Level 2 of the fair value hierarchy).

Note 7. Intangible Assets, Net

The cost and accumulated amortization values of our intangible assets were as follows:

During the nine months ended September 26, 2026, we recorded impairment charges of $4.5 million within SG&A in the accompanying unaudited condensed consolidated statement of operations related to intangible assets within our North America reportable segment for which no future use was identified. These charges consisted of $2.7 million related to windows manufacturing technology and $1.8 million related to logistics technology.

Amortization expense was recorded as follows:

Note 8. Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:

Note 9. Warranty Liability

Warranty terms range fromone year to lifetime on certain window and door components. Warranties are normally limited to servicing or replacing defective components for the original customer. Product defects arising within six months of sale are classified as manufacturing defects and are not included in the current period expense below. Some warranties are transferable to subsequent owners and are either limited to 10 years from the date of manufacture or require pro rata payments from the customer. Estimated warranty costs based on historical experience are recorded as a provision at the time of sale. The provision is adjusted periodically to reflect actual experience.

An analysis of our warranty liability is as follows:

The most significant component of our warranty liability was in the North America segment. As of September 26, 2026, the warranty liability in the North America segment totaled $34.3 million. Certain future estimated cash flows underlying this liability were discounted at rates between 4.25% and 4.62%. Without discounting those cash flows, the North America warranty liability would have been approximately $2.8 million higher.

Note 10. Long-Term Debt

Our long-term debt, net of unamortized debt issuance costs and original issue discounts, consisted of the following:

(1)Represents the interest rate or range of interest rates as of September 26, 2026. Term Loan Facility due July 2028, ABL Facility, and certain finance leases and other financing arrangements are subject to variable interest rates.

Summaries of our significant debt arrangements as of September 26, 2026, are as follows:

Our total indebtedness as of September 26, 2026, was $1.29 billion, of which $24.2 million in short-term debt obligations is due and payable within the next 12 months. We have $400 million in Senior Notes due December 2027 for which we do not expect cash flows from operations to be sufficient to repay those notes in full at maturity. On September 29, 2026, we entered into a commitment and consent letter relating to refinancing of the Senior Notes due December 2027 and the Term Loan Facility due July 2028. The transactions have not been completed as of the date these unaudited condensed consolidated financial statements were issued and remain subject to closing conditions. If the transactions are not completed, we would evaluate other available financing or strategic alternatives. However, failure to complete the transactions could have a material adverse impact on our access to liquidity, results of operations, and financial condition. Refer to Note 22 -Subsequent Event to our unaudited condensed consolidated financial statements included in this Form 10-Q for more information.

Senior Notes

In December 2017, we issued $400 million of Senior Notes bearing interest at 4.88% and maturing in December 2027 in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act.

In August 2024, we issued $350.0 million of Senior Notes bearing interest at 7.00% and maturing September 2032 in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The proceeds were net of fees and expenses associated with debt issuance including an underwriting fee of 1.25%. We incurred debt issuance costs of $5.5 million which will be amortized to interest expense over the life of the notes using the effective interest method.

In September 2024, we utilized a portion of the proceeds from the issuance of our 7.00% Senior Notes described above to redeem the remaining $200.0 million of our 4.63% Senior Notes. The Company recognized a pre-tax loss of $0.5 million on the redemption in the third quarter of 2024, consisting entirely of accelerated amortization of debt issuance costs.

Term Loan Facility

U.S. Facility – Initially executed in October 2014, we amended the Term Loan Facility in July 2021 to, among other things, extend the maturity date from December 2024 to July 2028 and provide additional covenant flexibility.

In January 2024, we amended the Term Loan Facility to lower the applicable margin for replacement term loans, remove certain provisions no longer relevant to the parties, and make certain other technical amendments and related conforming changes. Pursuant to the amendment, replacement term loans bear interest at SOFR plus a margin of 1.75% to 2.00% depending on JWI’s corporate credit ratings, compared to a margin of 2.00% to 2.25% under the previous amendment. All other material terms and conditions of the Term Loan Agreement were unchanged. As a result of this amendment, we recognized debt extinguishment and refinancing costs of $1.4 million, which included $0.8 million of unamortized debt issuance costs and original discount fees.

In February 2024, we entered into interest rate collar agreements with a cap rate of 4.50% paid against one-month USD-SOFR CME Term floored at 3.982% and 3.895% with outstanding notional amounts aggregating to $100.0 million corresponding to that amount of the debt outstanding under our Term Loan Facility. The interest rate collar agreements were designated as cash flow hedges of a portion of the interest obligations on our Term Loan Facility borrowings and matured in February 2026. Refer to Note 18 -Derivative Financial Instruments to our unaudited condensed consolidated financial statements included in this Form 10-Q for more information on our derivative assets and liabilities.

In August 2024, we utilized a portion of the proceeds received from our issuance of $350.0 million of Senior Notes to repay $150.0 million of the outstanding balance of our Term Loan Facility. As of September 26, 2026, the outstanding principal balance, net of original issue discount, was $372.7 million.

Revolving Credit Facility

ABL Facility – Initially executed in 2014, extensions of credit under our ABL Facility are limited by a borrowing base calculated based on specified percentages of the value of eligible accounts receivable and inventory, subject to certain reserves and other adjustments. We pay a fee of 0.25% on the unused portion of the commitments. If there are outstanding borrowings against the ABL Facility, which results in the Company’s Global Excess Availability falling below the Level 1 Availability Trigger Amount, we would be required to comply with a minimum Fixed Charge Coverage Ratio as described in the ABL Facility credit agreement. The ABL Facility has various non-financial covenants, including restrictions on liens, indebtedness, dividends, customary representations and warranties, and customary events of default and remedies.

In March 2025, we amended the ABL Facility to extend the maturity date from July 2026 to March 2028, replace the CDOR as the applicable rate with respect to loans denominated in Canadian Dollars with the CORRA, and make certain other technical amendments and related conforming changes. All other material terms and conditions of the ABL Facility credit agreement were unchanged, including the aggregate commitment, which remained at $500.0 million. As a result of this amendment, the Company recognized a pre-tax loss of $0.2 million in the first quarter of 2025, consisting of unamortized issuance costs.

As of September 26, 2026, we had $115.0 million outstanding net borrowings under the ABL Facility, $49.9 million in letters of credit, and $171.6 million available under the ABL Facility.

Finance leases and other financing arrangements

In addition to finance leases, we include loans secured by equipment in this category. As of September 26, 2026, we had $48.5 million outstanding in this category, with maturities ranging from 2026 to 2032.

As of September 26, 2026, we were in compliance with the terms of all our Credit Facilities and the indentures governing the Senior Notes.

Note 11. Income Taxes

The effective income tax rate for continuing operations was (19.9)% and (9.5)% for the three and nine months ended September 26, 2026, and (68.0)% and (33.6)% for the three and nine months ended September 27, 2025, respectively.

The Company recorded income tax expense of $2.9 million and $10.9 million in the three and nine months ended September 26, 2026, respectively, and income tax expense of $148.7 million and $145.9 million from continuing operations in the three and nine months ended September 27, 2025, respectively. We applied our estimated annual effective tax rate to year-to-date income or loss for includable entities during the respective periods. Entities that are currently generating losses and for which there is a full valuation allowance are excluded from the worldwide effective tax rate calculation and are calculated separately.

Under ASC 740-10, we recognize UTPs and related interest expense by adjusting unrecognized tax benefits and accrued interest, as applicable. We recognize potential interest and penalties related to UTPs in income tax expense. As of September 26, 2026 and December 31, 2025, we had a liability for unrecognized tax benefits without regard to accrued interest of $45.4 million and $47.5 million, respectively.

We continually evaluate our global cash needs and have historically maintained a partial assertion of indefinite reinvestment with respect to our post-2017 undistributed foreign earnings.

Note 12. Segment Information

We report our segment information in the same way management internally organizes the business to assess performance and make decisions regarding the allocation of resources in accordance with ASC 280-10 -Segment Reporting. Management, inclusive of the CODM, reviews net revenues and Adjusted EBITDA from continuing operations to evaluate segment performance and allocate resources. We define Adjusted EBITDA from continuing operations as income (loss) from continuing operations, net of tax, adjusted for the following items: income tax expense (benefit); depreciation and amortization; interest expense (income), net; and certain special items consisting of non-recurring net legal and professional expenses and settlements; goodwill impairment; restructuring and asset-related charges, net; M&A related costs, net; net (gain) loss on sale of business, property and equipment; loss on extinguishment and refinancing of debt; share-based compensation expense; and other special items. We use Adjusted EBITDA from continuing operations because we believe this measure assists investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. For each of our segments, our CODM uses Adjusted EBITDA from continuing operations to measure operational performance by comparing historical, actual and forecasted amounts on a regular basis, and to allocate resources in the annual budget and forecasting process. Adjusted EBITDA from continuing operations is also a significant performance measure in our annual incentive compensation.

We havetwo reportable segments, organized and managed principally in geographic regions: North America and Europe. We report all other business activities in Corporate and unallocated costs. The Company’stwo reportable segments are defined as follows:

•North America – Within our North America segment, the Company supplies windows and doors for residential and commercial markets, serving both new construction and repair & remodel projects. These products reach builders, repair and replacement contractors, architects, and homebuilders through direct and indirect channels, including dealer and distribution networks.

•Europe – Within our Europe segment, the Company manufactures and supplies to retailers, merchants, housebuilders and construction companies’ interior doors, doorsets and door kits, in wood and steel, with both standard and high-performance features.

Factors considered in determining thetwo reportable segments include the nature of business activities, the management structure accountable directly to the CODM, the discrete financial information regularly provided to the CODM, and information presented to the Board of Directors and investors. The CODM is the CEO. No operating segments have been aggregated for our presentation of reportable segments.

The following tables set forth certain information relating to our segments’ operations:

(1)Other segment items include depreciation and amortization, which are regularly provided to the CODM by segment but are not included in the measure of segment profit, and other items excluded from the significant expense categories regularly provided to the CODM, which included:

North America - Foreign currency losses.

(2)Other special items not core to ongoing business activity primarily included North America impairment charges of $2.5 million recognized in connection with the Company’s North America equipment capacity optimization review and a $1.0 million charge in Corporate and unallocated costs related to the termination of the Company’s fractional aircraft arrangement.

(1)Other segment items include depreciation and amortization, which are regularly provided to the CODM by segment but are not included in the measure of segment profit, and other items excluded from the significant expense categories regularly provided to the CODM, which included:

North America - Pension expense, gain on derivatives, and foreign currency losses.

(1)Other segment items include depreciation and amortization, which are regularly provided to the CODM by segment but are not included in the measure of segment profit, and other items excluded from the significant expense categories regularly provided to the CODM, which included:

North America - Foreign currency losses.

(2)Other special items not core to ongoing business activity primarily included North America impairment charges of $5.6 million recognized in connection with the Company’s North America equipment capacity optimization review, $3.0 million of impairment and other related charges related to windows manufacturing technology, and $1.8 million of impairment charges related to logistics technology, each of which was determined to have no future use, $2.5 million related to post-production expenses for closed facilities in North America, $1.2 million related to costs incurred to fulfill production capability requirements associated with the court-ordered Towanda divestiture, $2.0 million related to build-out costs for a new production site in the United Kingdom in our Europe reporting segment, and a $1.0 million charge in Corporate and unallocated costs related to the termination of the Company’s fractional aircraft arrangement.

(1)Other segment items include depreciation and amortization, which are regularly provided to the CODM by segment but are not included in the measure of segment profit, and other items excluded from the significant expense categories regularly provided to the CODM, which included:

North America - Refund of deposits for antidumping and countervailing duties on wood mouldings and millwork products purchased from China from 2022 to 2023, pension expense, and gain on derivatives.

Note 13. Capital Stock

Preferred Stock – Our Board of Directors is authorized to issue Preferred Stock from time to time in one or more series and with such rights, privileges, and preferences as the Board of Directors shall from time to time determine. We have not issued any shares of Preferred Stock.

Common Stock – Common Stock includes the par value of outstanding shares plus amounts recorded as additional paid-in capital. Shares outstanding exclude the shares issued to the Employee Benefit Trust that are considered similar to treasury shares and total 193,941 shares at both September 26, 2026 and December 31, 2025, with a total original issuance value of $12.4 million.

We record share repurchases on their trade date. Repurchased shares are retired, and the excess of the repurchase price over the par value of the shares is charged to retained earnings. Amounts for repurchases that have not settled as of the period end are recorded in accounts payable.

On July 28, 2022, the Board of Directors reduced our previous repurchase authorization of $400.0 million to a total aggregate value of $200.0 million with no expiration date. As of September 26, 2026, $175.7 million remained under the repurchase program.

Note 14. Loss Per Share

The basic and diluted loss per share calculations were determined based on the following share data:

For the three and nine months ended September 26, 2026 and September 27, 2025, we had net losses from operations. As a result, no potentially dilutive securities were included in the denominator for computing diluted loss per share as their inclusion would have been antidilutive.

The following table provides the securities that could potentially dilute basic earnings per share in the future but were not included in the computation of diluted loss per share as their inclusion would be antidilutive:

Note 15. Share-based Compensation

The activity under our incentive plans for the periods presented is reflected in the following tables:

Share-based compensation expense was $4.2 million and $11.6 million for the three and nine months ended September 26, 2026, and $4.2 million and $11.9 million for the three and nine months ended September 27, 2025, respectively. As of September 26, 2026, we had $25.4 million of total unrecognized share-based compensation expense related to non-vested share-based compensation arrangements. This cost is expected to be recognized over the remaining weighted-average vesting period of 1.6 years.

During the first quarter of 2026, the Company modified certain underwater stock options and a subset of 2024 PSUs to require cash settlement. For the modified underwater stock options, the modification resulted in a classification change from equity to liability. In accordance with ASC 718, the Company records a share-based compensation liability for the modified options measured at fair value and remeasured at each reporting date until settlement, with changes recognized in share-based compensation expense included within SG&A in the accompanying unaudited condensed consolidated statements of operations. As of September 26, 2026, the Company measured the share-based compensation liability for the modified underwater stock options using a Black-Scholes valuation. The Company also granted cash-settled PSUs during 2026 that are classified as liability awards and remeasured at fair value at each reporting date until settlement, with changes recognized in share-based compensation expense. For the cash-settled subset of the 2024 PSUs, the Company currently assesses the performance conditions as not probable. Accordingly, no share-based compensation expense or related liability has been recognized for these awards during the three and nine months ended September 26, 2026. The Company will assess the probability of achievement at each reporting date and, if performance conditions become probable, will recognize share-based compensation expense and a related liability, with subsequent remeasurement through earnings until settlement.

Note 16. Restructuring and Asset-Related Charges, Net

We engage in restructuring activities intended to simplify and optimize our operating structure, reduce costs, and improve productivity and operating margins. Restructuring costs primarily include severance and other employee-related costs associated with workforce reductions, plant consolidations and closures, and changes to the management structure to align with our operations. Other restructuring associated costs, net primarily consist of equipment relocation and facility restoration costs. Asset-related charges, net primarily consist of accelerated depreciation and amortization resulting from changes in the estimated useful lives of assets affected by restructuring activities.

The following tables summarize the restructuring and asset-related charges, net for the periods indicated:

(1)In the second quarter of fiscal 2026, the Company implemented a reduction in force, which was substantially complete as of the same quarter. The charges incurred in the nine months ended September 26, 2026, were included in restructuring and asset-related charges, net in the accompanying unaudited condensed consolidated statement of operations and include $0.4 million within Corporate and unallocated costs.

(2)In the first quarter of fiscal 2025, the Company implemented a reduction in force, which was substantially complete as of the same quarter. The charges incurred in the nine months ended September 27, 2025, were included in restructuring and asset-related charges, net in the accompanying unaudited condensed consolidated statements of operations and include $0.7 million within Corporate and unallocated costs. In the third quarter of fiscal 2025, the Company implemented an additional reduction in force, which was substantially complete as of the same quarter. The charges incurred in the three and nine months ended September 27, 2025, were included in restructuring and asset-related charges, net in the accompanying unaudited condensed consolidated statements of operations and include $1.0 million within Corporate and unallocated costs.

The following is a summary of the restructuring accruals recorded, and charges incurred:

Restructuring accruals are expected to be paid within the next twelve months and are included within accrued expenses and other current liabilities in the accompanying unaudited condensed consolidated balance sheets.

From 2023 to 2025, we announced plans to transform our North American operations by changing the operating structure, eliminating certain roles, and rationalizing our manufacturing footprint. As of September 26, 2026, we have substantially completed the closure of all previously disclosed facilities in North America.

In 2026, we announced additional plans after identifying further opportunities to optimize our North American structure. As of September 26, 2026, the remaining restructuring accrual for our North America initiatives is $0.9 million, and the remaining cash outlay is expected to be $5.6 million.

Costs and cash outlays associated with the plans are as follows:

(1)The charges incurred in the three and nine months ended September 26, 2026 and September 27, 2025, were included in restructuring and asset-related charges, net in the accompanying unaudited condensed consolidated statements of operations.

(2)The product-related cash charges incurred in the three and nine months ended September 27, 2025, were recorded as a reduction of net revenues in the accompanying unaudited condensed consolidated statement of operations.

(3)The inventory and other product-related non-cash charges, net in the nine months ended September 26, 2026, and in the three and nine months ended September 27, 2025, were included in cost of sales in the accompanying unaudited condensed consolidated statements of operations.

(4)Total cash outlays include $5.5 million of cash payments related to debt repayment for financed equipment, and a $0.9 million lease termination fee.

Europe

From 2023 to 2025, we announced plans to transform our European operations by changing the operating structure, eliminating certain roles, and rationalizing our manufacturing footprint. As of September 26, 2026, we have substantially completed the closure of all previously disclosed facilities in Europe.

During the third quarter of 2026, we announced additional plans after identifying further opportunities to optimize our European structure. As of September 26, 2026, the remaining restructuring accrual for our Europe initiatives is $6.2 million, and the remaining cash outlay is expected to be $9.1 million.

Costs and cash outlays associated with the plans are as follows:

(1)The charges incurred in the three and nine months ended September 26, 2026 and September 27, 2025, were included in restructuring and asset-related charges, net in the accompanying unaudited condensed consolidated statements of operations.

Note 17. Other Expense (Income), Net

The table below summarizes the amounts included in other expense (income), net in the accompanying unaudited condensed consolidated statements of operations:

(1)Represents expense for payments and income from the refund of deposits for antidumping and countervailing duties on wood mouldings and millwork products purchased from China during 2020 to 2023.

(2)Represents costs incurred to fulfill production capability requirements associated with the court-ordered Towanda divestiture.

(3)Represents insurance recovery from a previously settled lawsuit.

(4)Cash received on real estate investment represents recovery of an investment in real estate development in Mexico.

Note 18. Derivative Financial Instruments

Foreign currency derivatives not designated as hedges – As a multinational corporation, we are exposed to foreign currency fluctuations. When borrowings, sales, purchases, or other transactions are denominated in a currency other than the operating unit’s functional currency, we are exposed to foreign currency risk. In most of the countries in which we operate, this exposure to foreign currency movements is limited because operating revenues and expenses of our business units are substantially denominated in the local currency. To mitigate this exposure, we may enter into foreign currency derivative contracts. As of September 26, 2026, we had foreign currency derivative contracts with a total notional amount of $150.2 million to manage the effects of exchange fluctuations on certain intercompany transactions and intercompany loans and interest denominated in foreign currencies. We do not use derivative financial instruments for trading or speculative purposes. We record mark-to-market changes in the values of these derivatives as well as settlements of derivative contracts in other expense (income), net on our unaudited condensed consolidated statements of operations.

Foreign currency derivatives designated as cash flow hedges – At the end of 2024, we implemented a hedging program to manage variability in cash flows associated with the amounts payable on raw material purchases denominated in foreign currencies. Gains and losses on foreign currency derivative contracts that qualify as cash flow hedges are recorded in AOCL, to the extent the hedges are effective, and are reclassified into cost of sales on our unaudited condensed consolidated statements of operations when the underlying transactions affect net earnings. This cash flow hedging program continued during 2025 and concluded during the fourth quarter of 2025 with no outstanding cash flow hedge derivative contracts as of September 26, 2026 and December 31, 2025, respectively.

No portion of these derivative contracts was deemed ineffective during the three and nine months ended September 27, 2025. In other comprehensive (loss) income, we recorded a pre-tax mark-to-market gain of $0.5 million and a loss of $0.4 million during the three and nine months ended September 27, 2025, respectively. We didnot record any pre-tax mark-to-market losses or gains during the three and nine months ended September 26, 2026.

Commodity derivatives not designated as hedges – As part of our operations, we are exposed to price changes in certain commodities used in the production of some of our finished products. To limit the effects of fluctuations in the future market price paid, we may enter into non-designated derivative contracts to manage the cost of anticipated purchases. We do not use derivative financial instruments for trading or speculative purposes. We record mark-to-market changes in the values of these derivatives as well as settlements of derivative contracts in other expense (income), net on our unaudited condensed consolidated statements of operations. We had no open commodity forward swap contracts as of September 26, 2026.

Commodity derivatives designated as cash flow hedges – As part of our operations, we are exposed to price changes in certain commodities used in the production of some of our finished products. To limit the effects of fluctuations in the future market price paid and related volatility in cash flows, we may enter into commodity forward swap contracts that are designated as cash flow hedges. Accordingly, the related gains or losses are reported in AOCL and reclassified into cost of sales, in the periods in which the hedged transactions affect earnings. We hadno open commodity forward contracts as of September 26, 2026 and December 31, 2025. We recorded pre-tax mark-to-market losses of $0.1 million andno pre-tax mark-to-market gains or losses during the three and nine months ended September 27, 2025, respectively. We didnot record any pre-tax mark-to-market losses or gains during the three and nine months ended September 26, 2026.

Interest rate derivatives – We are exposed to interest rate risk in connection with our variable rate long-term debt. In February 2024, we entered into interest rate collar agreements with a cap rate of 4.50% paid against one-month USD-SOFR CME Term floored at 3.982% and 3.895% with outstanding notional amounts aggregating to $100.0 million corresponding to that amount of the debt outstanding under our Term Loan Facility. The interest rate collar agreements were designated as cash flow hedges of a portion of the interest obligations on our Term Loan Facility borrowings and matured in February 2026.

No portion of these interest rate contracts was deemed ineffective during the three and nine months ended September 26, 2026 and September 27, 2025. In other comprehensive (loss) income, we didnot record any pre-tax mark-to market losses or gains during the three months ended September 26, 2026 and September 27, 2025, respectively. In other comprehensive (loss) income, we recorded anominal pre-tax mark-to-market loss during the nine months ended September 26, 2026. We recorded pre-tax mark-to-market losses of $0.1 million during the nine months ended September 27, 2025.

As of September 26, 2026, no unrealized gains or losses are expected to be reclassified to earnings over the next twelve months.

The fair values of derivative instruments held are as follows:

The effect of derivative instruments on the unaudited condensed consolidated statements of operations is as follows:

Note 19. Fair Value of Financial Instruments

We record financial assets and liabilities at fair value based on FASB guidance related to fair value measurements. The guidance requires fair value to be determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Three levels of inputs may be used to measure fair value:

Level 1 – Quoted prices in active markets for identical assets or liabilities.

Level 2 – Quoted market-based inputs or unobservable inputs that are corroborated by market data.

Level 3 – Unobservable inputs that are not corroborated by market data.

The recorded carrying amounts and fair values of these instruments were as follows:

Derivative assets and liabilities reported in level 2 primarily include: (1) as of September 26, 2026, foreign currency derivative contracts; (2) as of December 31, 2025, foreign currency derivative contracts and interest rate collar agreements. Refer to Note 18 -Derivative Financial Instrumentsto our unaudited condensed consolidated financial statements included in this Form 10-Q for more information.

Deferred compensation plan assets reported in level 2 consist of mutual funds and corporate-owned life insurance.

There are no material non-financial assets or liabilities as of September 26, 2026 or December 31, 2025.

Note 20. Commitments and Contingencies

Litigation – We are involved in various legal proceedings, claims, and government audits arising in the ordinary course of business. We record our best estimate of a loss when the loss is considered probable, and the amount of such loss can be reasonably estimated. When a loss is probable and there is a range of estimated loss with no best estimate within the range, we record the minimum estimated liability related to the lawsuit or claim. As additional information becomes available, we reassess the potential liability and revise our accruals, if necessary. Because of uncertainties related to the resolution of lawsuits and claims, the ultimate outcome may differ materially from our estimates.

Other than the matters described below, there were no proceedings or litigation matters involving the Company or its property as of September 26, 2026, that we believe would have a material adverse effect on our consolidated financial position or cash flows, although they could have a material adverse effect on our operating results for a particular reporting period.

Steves & Sons, Inc. v JELD-WEN, Inc. – We sell molded door skins to certain customers pursuant to long-term contracts, and these customers in turn use the molded door skins to manufacture interior doors and compete directly against us in the marketplace. We gave notice of termination of one of these contracts and, on June 29, 2016, the counterparty to the agreement, Steves filed a claim against JWI in the U.S. District Court for the Eastern District of Virginia, Richmond Division (the “Eastern District of Virginia”). The complaint alleged that our acquisition of CMI, a competitor in the molded door skins market, together with subsequent price increases and other alleged acts and omissions, violated antitrust laws, and constituted a breach of contract and breach of warranty. Specifically, the complaint alleged that our acquisition of CMI substantially lessened competition in the molded door skins market. The complaint sought declaratory relief, ordinary and treble damages, and injunctive relief, including divestiture of certain assets acquired in the CMI acquisition.

In February 2018, a jury in the Eastern District of Virginia returned a verdict that was unfavorable to JWI with respect to Steves’ claims that our acquisition of CMI violated Section 7 of the Clayton Act and found that JWI breached the supply agreement between the parties (the “Original Action”). The verdict awarded Steves $12.2 million for past damages under both the Clayton Act and breach of contract claims and $46.5 million in future lost profits under the Clayton Act claim.

During the course of the proceedings in the Eastern District of Virginia, we discovered certain facts that led us to conclude that Steves, its principals, and certain former employees of the Company had misappropriated Company trade secrets, violated the terms of various agreements between the Company and those parties, and violated other laws. On May 11, 2018, a jury in the Eastern District of Virginia returned a verdict on our trade secrets claims against Steves and awarded damages in the amount of $1.2 million. The presiding judge entered a judgment in our favor for those damages, and the entire amount has been paid by Steves. On August 16, 2019, the presiding judge granted Steves’ request for an injunction, prohibiting us from pursuing certain claims against individual defendants pending in Bexar County, Texas (the “Steves Texas Trade Secret Theft Action”). On September 11, 2019, JWI filed a notice of appeal of the Eastern District of Virginia’s injunction to the Fourth Circuit Court of Appeals (the “Fourth Circuit”).

On March 13, 2019, the presiding judge entered an Amended Final Judgment Order in the Original Action, awarding $36.5 million in past damages under the Clayton Act (representing a trebling of the jury’s verdict) and granted divestiture of certain assets acquired in the CMI acquisition, subject to appeal. The judgment also conditionally awarded damages in the event the judgment was overturned on appeal. Specifically, the court awarded $139.4 million as future antitrust damages in the event the divestiture order was overturned on appeal and $9.9 million as past contract damages in the event both the divestiture and antitrust claims were overturned on appeal.

On April 12, 2019, Steves filed a petition requesting an award of its fees and a bill of costs, seeking $28.4 million in attorneys’ fees and $1.7 million in costs in connection with the Original Action. On November 19, 2019, the presiding judge entered an order for further relief awarding Steves an additional $7.1 million in damages for pricing differences from the date of the underlying jury verdict through May 31, 2019 (the “Pricing Action”). We also appealed that ruling. On April 14, 2020, Steves filed a motion for further supplemental relief for pricing differences from the date of the prior order and going forward through the end of the parties’ current supply agreement (the “Future Pricing Action”). We opposed that request for further relief.

JWI filed a supersedeas bond and notice of appeal of the judgment, which was heard by the Fourth Circuit on May 29, 2020. On February 18, 2021, the Fourth Circuit issued its decision on appeal in the Original Action, affirming the Amended Final Judgment Order in part and vacating and remanding in part. The Fourth Circuit vacated the Eastern District of Virginia’s alternative $139.4 million lost-profits award, holding that award was premature because Steves has not suffered the purported injury on which its claim for future lost profits rests. The Fourth Circuit also vacated the Eastern District of Virginia’s judgment for Sam Steves, Edward Steves, and John Pierce on JWI’s trade secrets claims. The Fourth Circuit affirmed the Eastern District of Virginia’s finding of antitrust injury and its award of $36.5 million in past antitrust damages. It also affirmed the Eastern District of Virginia’s divestiture order, while clarifying that JWI retains the right to challenge the terms of any divestiture, including whether a sale to any particular buyer will serve the public interest, and made clear that the Eastern District of Virginia may need to revisit its divestiture order if the special master who has been appointed by the presiding judge cannot locate a satisfactory buyer. JWI then filed a motion for rehearing en banc with the Fourth Circuit that was denied on March 22, 2021.

On May 1, 2024, JWI filed a motion to modify the Amended Final Judgment (the “Motion”) with the Eastern District of Virginia to vacate all court orders requiring divestiture of the Company’s Towanda operations and certain related assets (“Towanda”) considering changed industry and market factors and conditions. The court-mandated divestiture process continued while the court reviewed the Motion. On October 25, 2024, the Special Master submitted a Report and Recommendation to the court recommending that the court approve the divestiture of Towanda to Woodgrain Inc. (“Woodgrain”) for approximately $115.0 million, subject to customary closing adjustments. On November 14, 2024, JWI and Steves each filed certain objections to the Report and Recommendation. On December 13, 2024, the court adopted the Special Master’s Report and Recommendation, denying JWI’s Motion, overruling JWI’s objections, and sustaining in part and overruling in part Steves’ objections. The court-ordered divestiture closed on January 17, 2025. On February 6, 2025, JELD-WEN filed a notice of appeal (the “Appeal”). The parties’ appellate briefing was completed on September 3, 2025, and oral argument was held on January 29, 2026.

During the pendency of the Original Action, on February 14, 2020, Steves filed a complaint and motion for preliminary injunction in the Eastern District of Virginia alleging that we breached the long-term supply agreement between the parties, including, among other claims, by incorrectly calculating the allocation of door skins owed to Steves (the “Allocation Action”). Steves sought an additional allotment of door skins and damages for violation of antitrust laws, tortious interference, and breach of contract. On April 10, 2020, the presiding judge granted Steves’ motion for preliminary injunction, and the parties settled the issues underlying the preliminary injunction on April 30, 2020, and the Company reserved the right to appeal the ruling in the Fourth Circuit. The Company believed all the claims lacked merit and moved to dismiss the antitrust and tortious interference claims.

On June 2, 2020, we entered into a settlement agreement with Steves to resolve the Pricing Action, the Future Pricing Action, and the Allocation Action. As a result of the settlement, Steves filed a notice of satisfaction of judgment in the Pricing Action, withdrew its Future Pricing Action with prejudice, and filed a stipulated dismissal with prejudice in the Allocation Action. The Company also withdrew its appeal of the Pricing Action. The parties agreed to bear their own respective attorneys’ fees and costs in these actions. In partial consideration of the settlement, JWI and Steves entered into an amended supply agreement satisfactory to both parties that, by its terms, ended on September 10, 2021. This settlement had no effect on the Original Action between the parties except to agree that certain specific terms of the Amended Final Judgment Order in the Original Action would apply to the amended supply agreement during the pendency of the appeal of the Original Action. On April 2, 2021, JWI and Steves filed a stipulation regarding the amended supply agreement in the Original Action, stating that regardless of whether the case remains on appeal as of September 10, 2021, and absent further order of the court, the amended supply agreement would be extended until the divestiture of Towanda is complete and Steves’ new supply agreement with the company that acquires Towanda is in effect.

On October 7, 2021, we entered into a settlement agreement with Steves to resolve the following: (i) Steves’ past and any future claims for attorneys’ fees, expenses, and costs in connection with the Original Action, except that Steves and JWI each reserved the right to seek attorneys’ fees arising out of any challenge of the divestiture process or the final divestiture order; (ii) the Steves Texas Trade Secret Theft Action and the related Fourth Circuit appeal of the Eastern District of Virginia’s injunction in the Original Action; (iii) the past damages award in the Original Action; and (iv) any and all claims and counterclaims, known or unknown, that were asserted or could have been asserted against each other from the beginning of time through the date of the settlement agreement. As a result of the settlement, the parties filed a stipulated notice of satisfaction of the past antitrust damages judgment and a stipulated notice of settlement of Steves’ claim for attorneys’ fees, expenses, and costs against JWI in the Original Action, and Steves filed a notice of withdrawal of its motion for attorneys’ fees and expenses and bill of costs in the Original Action. The Company also filed a notice of dismissal with prejudice and agreed to take no judgment in the Steves Texas Trade Secret Theft Action, and the parties filed a joint agreement for dismissal of the injunction appeal in the Fourth Circuit. On November 3, 2021, we paid $66.4 million to Steves under the settlement agreement.

On March 30, 2026, we entered into a confidential settlement agreement with Steves to resolve the Original Action, including the Appeal, and certain other claims. As a result of the settlement: (i) on April 2, 2026, Steves withdrew its pending Motion to Enforce the Amended Final Judgment, which was filed on December 29, 2025; (ii) on April 2, 2026, the parties and Woodgrain filed a joint stipulation of voluntary dismissal of the Appeal in the Fourth Circuit; and (iii) on April 10, 2026, the parties and Woodgrain filed a joint statement of position in the Eastern District of Virginia that there are no other matters pending before the court in this action and that the action may be administratively closed, with each party bearing its own costs related to this action. On April 2, 2026, the Fourth Circuit granted the parties’ motion to dismiss the Appeal and issued its mandate. On April 16, 2026, the Eastern District of Virginia closed the Original Action. As a result of the settlement, we recognized legal settlement expense of $8.5 million in the nine months ended September 26, 2026, recorded in SG&A in the accompanying unaudited condensed consolidated statement of operations.

We continue to believe the claims in the settled actions lacked merit and made no admission of liability in these matters.

WMMP AD/CVD Investigation– On June 9, 2025, the United States Department of Commerce issued its Preliminary Results in its administrative review of WMMP imported from China between January 1, 2023, and January 31, 2024. The Preliminary Results found that the Company could be responsible for additional AD/CVD duties for the applicable time period. The Company and other interested parties filed additional case briefs with the Department of Commerce arguing that the Preliminary Results are inconsistent with any evidence of products being imported for less than normal value. The Company received final rulings in February 2026. Based on these final rulings, the Company recognized expense of $2.1 million in the year ended December 31, 2025, which was recorded within other expense (income), net in the consolidated statement of operations. After the final rulings, one of the Company’s suppliers appealed the ruling related to its imports, and final assessment of the applicable duties remains subject to the outcome of the appeal.

We have evaluated the claims against us and recorded provisions based on management’s judgment about the probable outcome of the litigation and have included our estimates in accrued expenses in the accompanying unaudited condensed consolidated balance sheets. Refer to Note 8 -Accrued Expenses and Other Current Liabilitiesto our unaudited condensed consolidated financial statements included in this Form 10-Q for more information. Due to the inherent uncertainties associated with legal and regulatory proceedings, the ultimate resolution of the remaining matters described above could differ from our estimates and could have a material effect on our operating results, consolidated financial position, or cash flows.

Self-Insured Risk – We self-insure substantially all our domestic business liability risks including general liability, product liability, warranty, personal injury, auto liability, workers’ compensation, and employee medical benefits. Excess insurance policies from independent insurance companies generally cover exposures between $5.0 million and $200.0 million for domestic product liability risk and exposures between $3.0 million and $200.0 million for auto, general liability, personal injury, and workers’ compensation. We estimate our provision for self-insured losses based upon an evaluation of current claim exposure and historical loss experience. Actual self-insurance losses may vary significantly from these estimates. At September 26, 2026 and December 31, 2025, our accrued liability for self-insured risks was $73.1 million and $76.0 million, respectively.

Indemnifications – At September 26, 2026, we had commitments related to certain representations made in contracts for sale of businesses or property, including the divestiture of JW Australia and the court-ordered divestiture of Towanda. Our indemnity obligations under the relevant agreements may be limited in terms of time, amount, or scope. These representations primarily relate to past actions such as responsibility for transfer taxes if they should be claimed, and the adequacy of recorded liabilities, warranty matters, employment benefit plans, income tax matters, or environmental exposures. As it relates to certain income tax related liabilities, the relevant agreements may not provide any cap for such liabilities, and the period in which we would be liable would lapse upon expiration of the statute of limitations for assessment of the underlying taxes. Because of the conditional nature of these obligations and the unique facts and circumstances involved in each agreement, we are unable to reasonably estimate the potential maximum exposure associated with these items. We are not aware of any material amounts claimed or expected to be claimed under these indemnities.

From time to time and in limited geographic areas, we have entered into agreements for the sale of our products to certain customers that provide additional indemnifications for liabilities arising from construction or product defects. We cannot estimate the potential magnitude of such exposures, but to the extent specific liabilities have been identified related to product sales, liabilities have been provided in the warranty accrual in the accompanying unaudited condensed consolidated balance sheets.

Other Financing Arrangements – At times we are required to provide letters of credit, surety bonds, or guarantees to meet various performance, legal, warranty, environmental, workers compensation, licensing, utility, and governmental requirements. Stand-by letters of credit are provided to certain customers and counterparties in the ordinary course of business as credit support for contractual performance guarantees, advanced payments received from customers, and future funding commitments. The stated values of these letters of credit agreements, surety bonds, and guarantees were $76.9 million and $74.5 million at September 26, 2026 and December 31, 2025, respectively. Of these amounts, standby letters of credit totaled $49.9 million and $19.7 million, respectively. Refer to Note 10 -Long-Term Debtto our unaudited condensed consolidated financial statements included in this Form 10-Q for more information on certain letters of credit issued under the Company’s ABL Facility.

Environmental Contingencies – We periodically incur environmental liabilities associated with remediating our current and former manufacturing sites as well as penalties for not complying with environmental rules and regulations. We record a liability for remediation costs when it is probable that we will be responsible for such costs, and the costs can be reasonably estimated. These environmental liabilities are estimated based on current available facts and current laws and regulations. Accordingly, it is likely that adjustments to the estimated liabilities will be necessary as additional information becomes available. Short-term environmental liabilities and settlements are recorded in accrued expenses and other current liabilities in the accompanying unaudited condensed consolidated balance sheets and were nominal at September 26, 2026, compared to $7.6 million at December 31, 2025. Long-term environmental liabilities are recorded indeferred credits and other liabilities in the accompanying unaudited condensed consolidated balance sheets and totaled $21.0 million and $13.4 million at September 26, 2026 and December 31, 2025, respectively.

Everett, Washington WADOE Action– In 2007, we were identified by the WADOE as a PLP with respect to our former manufacturing site in Everett, Washington. In 2008, we entered into an Agreed Order with the WADOE to assess historic environmental contamination and remediation feasibility at the site. As part of the order, we agreed to develop a CAP, arising from the feasibility assessment. In December 2020, we submitted to the WADOE a draft feasibility assessment with an array of remedial alternatives, which we considered substantially complete. During 2021, several comment rounds were completed as well as the identification of the Port of Everett and W&W Everett Investment LLC as additional PLPs, with respect to this matter with each PLP being jointly and severally liable for the cleanup costs. The WADOE received the final feasibility assessment on December 31, 2021, containing various remedial alternatives with its preferred remedial alternatives totaling $23.4 million. Based on this study, we determined our range of possible outcomes to be $11.8 million to $33.4 million. On March 1, 2022, we delivered a draft CAP consistent with the preferred alternatives which was approved by WADOE in August 2023. The existing Agreed Order of 2008 was also modified with WADOE in July 2023 to support the development of the associated CAP investigation, sampling, and design components. With additional information gathered from the CAP investigation during 2024, we determined the total range of possible remediation cost outcomes to be between $17.4 million and $33.6 million. We retained a provision of $11.8 million within our financial statements which considers the range of possible outcome costs and potential allocation of responsibility between the identified PLPs, both of which could vary materially from our estimates. In December 2025, as the scope and timing of the remedial work was further refined, we determined the total range of possible remediation cost outcomes remained between $17.4 million and $33.6 million, but the most likely remediation cost outcome is approximately $21.0 million. The Company adjusted the provision within its financial statements to that amount and recognized a long-term receivable of $5.6 million within other assets in the accompanying unaudited condensed consolidated balance sheet related to loss recoveries. The remediation costs may ultimately be offset in whole or in part by additional recoveries from other PLPs or insurance proceeds.

Note 21. Supplemental Cash Flow Information

Note 22. Subsequent Event

Management of the Company evaluated events that occurred after the balance sheet dates through the date these unaudited condensed consolidated financial statements were issued.

Debt Refinancing

On September 29, 2026, the Company entered into a commitment and consent letter (the “Commitment Letter”) with holders representing approximately 94.5% of the aggregate principal amount of the Company’s Senior Notes due December 2027 and approximately 72.2% of the aggregate principal amount of the Company’s Term Loan Facility due July 2028. The Commitment Letter contemplates a series of transactions to exchange or refinance the participating debt for new first lien secured debt expected to mature in 2031 and to provide $135.0 million of incremental liquidity for transaction costs and general corporate purposes.

The transactions, which launched on October 28, 2026, include exchange offers for the Senior Notes due December 2027 and the Term Loan Facility due July 2028, a discounted cash-out option for participating term lenders, and an offering of new first lien secured debt. The new debt is expected to bear interest, at the Company’s election, at either 10.5% per annum payable in cash or 11.5% per annum, of which up to 2.5% per annum may be paid through an increase in principal. The commitment parties have agreed to purchase up to $410.2 million of new first lien secured debt to effectuate the transactions, including if certain existing noteholders fail to deliver all or a portion of the $135.0 million of new money notes, subject to the terms and conditions of the Commitment Letter.

The transactions have not been completed as of the date these unaudited condensed consolidated financial statements were issued and remain subject to the satisfaction or waiver of closing conditions, including the execution of definitive documentation. The Commitment Letter terminates 60 days after its signing date unless the transactions are completed or the termination date is extended in accordance with its terms. Because the transactions have not been completed and the final participation and resulting capital structure have not been determined, the Company is unable to estimate the financial statement impact of the transactions at this time.