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MBC on NYSE

MasterBrand, Inc.

American wood household furniture company based in Jasper, active since 20222

In its 2026 annual report the company says: “We are the largest manufacturer of residential cabinets in North America, based on 2024 reported net sales.”5 Its shares trade on NYSE under the symbol MBC.2

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Last updated Oct 21, 2026.

Overview

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  • TickerMBC on NYSE2
  • IndustryWood Household Furniture, (No Upholstered)2
  • HeadquartersJasper, United States2
  • Incorporated inDE3
  • Business address3300 Enterprise Parkway, Suite 300, Beachwood, Oh 441223
  • Filer categoryLarge accelerated filer3
  • Legal formCorporation2
  • LEI549300E0Y4BR5Z9RDZ642
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressC/O Corporation Service Company, 19808 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 68357552

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MasterBrand, Inc. (“we,” “us,” “our,” “MasterBrand” or the “Company”), was founded over 70 years ago in 1954 under the name United Cabinet Incorp orated. We are the largest manufacturer of residential cabinets in North America, based on 2024 reported net sales. O ur products are sold throughout the United States and Canada to the remodeling and new construction markets through three primary channels: dealers, retailers and builders.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

30.3%Gross margin6
4.4%Operating margin6
1.0%Net margin6
1.3%Revenue growth, 20256
2.0%Return on equity6
0.72×Debt to equity6
$117.5MFree cash flow6

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Dealers brought in 55% of the revenue MasterBrand, Inc. broke down this way in fiscal 2025.

  1. Dealers$1.5B655%up 6% from 2024
  2. Retail$878.4M632%down 5% from 2024
  3. Builders$355.9M613%up 1% from 2024
Products and services by year
Products and services202320242025
Dealers$1.4B$1.4B$1.5B
Retail$967.0M$927.6M$878.4M
Builders$312.7M$351.5M$355.9M

Regions

United States brought in 96% of the revenue MasterBrand, Inc. broke down this way in fiscal 2025.

  1. United States$2.6B696%up 2% from 2024
  2. Canada$97.9M64%down 8% from 2024
  3. Mexico$14.6M61%down 21% from 2024
Regions by year
Regions202320242025
United States$2.6B$2.6B$2.6B
Canada$125.7M$106.4M$97.9M
Mexico$16.1M$18.5M$14.6M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue70¢$1.9B
  • Selling, general and admin24¢$667.8M
  • Other costs4¢$113.5M
  • Income tax1¢$19.6M
  • Profit1¢$26.7M

Out of $2.7B in revenue.6

Where each dollar of operating cash went, fiscal 2025

  • Capital spending40¢$78.2M
  • Share buybacks9¢$18.1M
  • Kept or used elsewhere51¢$99.4M

Out of $195.7M of cash from operations.6

Financial statements

Revenue786$2.7B in 2025−4% since 2021
0$1.0B$2.0B$3.0B$4.0B2021: $2.9B$2.9B20212022: $3.3B$3.3B2022+15%2023: $2.7B$2.7B2023−17%2024: $2.7B$2.7B2024−1%2025: $2.7B$2.7B2025+1%
Gross profit786$827.6M in 2025+6% since 2021
0$250.0M$500.0M$750.0M$1.0B2021: $783.9M$783.9M20212022: $940.5M$940.5M2022+20%2023: $901.4M$901.4M2023−4%2024: $877.0M$877.0M2024−3%2025: $827.6M$827.6M2025−6%
Operating income786$119.0M in 2025−49% since 2021
0$100.0M$200.0M$300.0M$400.0M2021: $234.3M$234.3M20212022: $203.3M$203.3M2022−13%2023: $306.3M$306.3M2023+51%2024: $235.7M$235.7M2024−23%2025: $119.0M$119.0M2025−50%
Net income786$26.7M in 2025−85% since 2021
0$50.0M$100.0M$150.0M$200.0M2021: $182.6M$182.6M20212022: $155.4M$155.4M2022−15%2023: $182.0M$182.0M2023+17%2024: $125.9M$125.9M2024−31%2025: $26.7M$26.7M2025−79%

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2025-12-312024-12-312023-12-31
NET SALES$2.7B$2.7B$2.7B
Cost of products sold$1.9B$1.8B$1.8B
GROSS PROFIT$827.6M$877.0M$901.4M
Selling, general and administrative expenses$667.8M$603.1M$569.7M
Amortization of intangible assets$25.6M$20.2M$15.3M
Restructuring charges$15.2M$18.0M$10.1M
OPERATING INCOME$119.0M$235.7M$306.3M
Interest expense$74.1M$74.0M$65.2M
Gain on sale of asset$0-$4.3M$0
Other (income) expense, net-$1.4M-$2.3M$2.4M
INCOME BEFORE TAXES$46.3M$168.3M$238.7M
Income tax expense$19.6M$42.4M$56.7M
NET INCOME$26.7M$125.9M$182.0M
Basic (in shares)127.0M shares127.1M shares127.8M shares
Diluted (in shares)129.2M shares130.9M shares129.9M shares
Basic (in dollars per share)$0.21$0.99$1.42
Diluted (in dollars per share)$0.21$0.96$1.40

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Corporate structure

MasterBrand, Inc. sits at the top of its group. 19 entities, 4 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of MasterBrand, Inc.

  • MasterBrand, Inc. Jasper, Indiana, United States
    • Bertch Cabinet, LLC Subsidiary · Iowa, United States
    • Dura-Supreme, LLC Subsidiary · Minnesota, United States
    • KCMB NOVA SCOTIA CORP. Subsidiary · Halifax, Nova Scotia, Canada
    • Kitchen Craft of Canada Subsidiary · Winnipeg, Manitoba, Canada
    • Maple Merger Sub, Inc. Subsidiary · Virginia, United States
    • MASTERBRAND CABINETS LLC Subsidiary · Jasper, Indiana, United States
    • MasterBrand Home Products, LLC Subsidiary · Delaware, United States
    • MBCI Canada Holdings Corp. Subsidiary · Canada
    • MI Service Company, LLC Subsidiary · Delaware, United States
    • NHB Industries Limited Subsidiary · Canada
    • Norcraft Companies, Inc. Subsidiary · Delaware, United States
    • Norcraft GP, L.L.C. Subsidiary · Delaware, United States
    • Panther Transport, Inc. Subsidiary · Iowa, United States
    • SCB Transportation, LLC Subsidiary · Iowa, United States
    • Supreme Cabinetry Brands, Inc Subsidiary · Delaware, United States
    • WOODCRAFTERS HOME PRODUCTS PTE. LTD. Subsidiary · Singapore, Singapore
    • Woodcrafters Home Products, S. de. R.L. de C.V. Subsidiary · Mexico
    • Woodcrafters Mexico Holdings, S. de R.L. de C.V. Subsidiary · Mexico

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What MasterBrand, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$1.2B6 Dec 28, 2025$1.1B6 Dec 29, 2024+6.6%
Accumulated depreciation$656.2M6 Dec 28, 2025$606.2M6 Dec 29, 2024+8.2%
Property and equipment, net$503.1M6 Dec 28, 2025$481.5M6 Dec 29, 2024+4.5%
Operating-lease assets (leased space)$189.1M6 Dec 28, 2025$66.4M6 Dec 29, 2024+184.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$183.3M6 Dec 28, 2025$120.6M6 Dec 29, 2024+52.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$1.1B6 Dec 28, 2025$1.1B6 Dec 29, 2024+0.2%
Intangible assets, net (excluding goodwill)$547.7M6 Dec 28, 2025$571.3M6 Dec 29, 2024−4.1%
Finite-lived intangibles, gross$558.1M6 Dec 28, 2025$556.4M6 Dec 29, 2024+0.3%
Accumulated amortization$278.5M6 Dec 28, 2025$251.2M6 Dec 29, 2024+10.9%
Finite-lived intangibles, net$279.6M6 Dec 28, 2025$305.2M6 Dec 29, 2024−8.4%

Inventory

ItemLatestA year beforeChange
Inventory, total$269.1M6 Dec 28, 2025$276.4M6 Dec 29, 2024−2.6%
Work in process$24.6M6 Dec 28, 2025$25.7M6 Dec 29, 2024−4.3%
Finished goods$51.4M6 Dec 28, 2025$53.5M6 Dec 29, 2024−3.9%

Properties, in its own words

Our corporate headquarters is located at 3300 Enterprise Parkway, Suite 300, Beachwood, Ohio, 44122. Prior to February 2024, our principal executive office was located at One MasterBrand Cabinets Drive, Jasper, Indiana, 47546. While our corporate headquarters is in Beachwood, Ohio, our operations headquarters remains in Jasper, Indiana.

As of December 28, 2025, we principally operated 47 manufacturing facilities, distribution centers and warehouses throughout North America.

The rest of Item 2

Type of Facility · United States · Mexico · Canada · Total

Manufacturing facilities* ............................... · 21 · 4 · 1 · 26

Distribution centers and warehouses** ......... · 15 · 5 · 1 · 21

Total .............................................................. · 36 · 9 · 2 · 47

* Manufacturing facilities include 20 which are owned and 6 which are leased.

** Distribution centers and warehouses include 5 which are owned and 16 which are leased.

We believe these principal properties have been adequately maintained, generally are in good condition and are suitable to meet the demands and production capacities required of our business.

Item 2 of the 10-K filed Feb 13, 2026.5

Leadership

Who has led MasterBrand, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. R. David Banyard2022–now

President

  1. R. David Banyard2022–now

Chief financial officer

  1. Andrea Helen Simon2022–now
2025
Board members and other officers (19)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Bertch Cabinet, LLC Iowa4
  • Dura-Supreme, LLC Minnesota4
  • KCMB Nova Scotia Corp. Canada4
  • Kitchen Craft of Canada Canada4
  • MBCI Canada Holdings Corp. Canada4
  • MI Service Company, LLC Delaware4
  • Maple Merger Sub, Inc. Virginia4
  • MasterBrand Cabinets LLC Delaware4
  • MasterBrand Home Products, LLC Delaware4
  • NHB Industries Limited Canada4
  • Norcraft Companies, Inc. Delaware4
  • Norcraft Companies, L.P. Delaware4
  • Norcraft GP, L.L.C. Delaware4
  • Panther Transport, Inc. Iowa4
  • SCB Transportation, LLC Iowa4
  • Supreme Cabinetry Brands, Inc Delaware4
  • Woodcrafters Home Products Pte. Ltd. Singapore4
  • Woodcrafters Home Products, S. de. R.L. de C.V. Mexico4
  • Woodcrafters Mexico Holdings, S. de R.L. de C.V. Mexico4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Sep 24, 20268-K Executive or director change31
  2. Aug 4, 20268-K Results of operations; Regulation FD disclosure32
  3. Jun 26, 20268-K Financial statements and exhibits33
  4. Jun 4, 20268-K Shareholder vote34
  5. May 28, 20268-K Completed an acquisition or sale; New debt or obligation; Executive or director change35
  6. May 26, 20268-K Other events36
  7. May 5, 20268-K Results of operations; Regulation FD disclosure37
  8. Apr 22, 20268-K Executive or director change; Other events38
  9. Mar 26, 20268-K Entered a material agreement; New debt or obligation39
  10. Feb 10, 20268-K Results of operations; Regulation FD disclosure40
  11. Nov 7, 20258-K Other events41
  12. Nov 4, 20258-K Results of operations; Regulation FD disclosure42
  13. Nov 30, 2022New chief executive R. David Banyard becomes CEO11
  14. Jul 27, 2022Founded MasterBrand, Inc. is founded2

Calendar

Coming up

  1. Nov 5, 2026 · After the closeReports results for the quarter ending Sep/202643

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results32
  2. May 5, 2026Reported quarterly or annual results37
  3. Feb 10, 2026Reported quarterly or annual results40
  4. Nov 4, 2025Reported quarterly or annual results42
  5. Aug 6, 2025Reported quarterly or annual results44
  6. May 6, 2025Reported quarterly or annual results45
  7. Feb 18, 2025Reported quarterly or annual results46
  8. Nov 5, 2024Reported quarterly or annual results47

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

360 filings to the SEC since October 2021: 4 annual reports, 11 quarterly reports, 52 major events, 196 insider forms, 24 large holders, 73 other. The latest 20:

  1. Sep 24, 20268-K EDGAR
  2. Aug 26, 20264 EDGAR
  3. Aug 25, 2026144 EDGAR
  4. Aug 17, 2026SCHEDULE 13G/A EDGAR
  5. Aug 14, 2026SCHEDULE 13G/A EDGAR
  6. Aug 13, 20264 EDGAR
  7. Aug 11, 2026144 EDGAR
  8. Aug 6, 2026SCHEDULE 13G EDGAR
  9. Aug 5, 202610-Q EDGAR
  10. Aug 4, 20268-K EDGAR
  11. Aug 4, 2026SCHEDULE 13G/A EDGAR
  12. Jul 22, 2026SCHEDULE 13G EDGAR
  13. Jul 14, 2026SCHEDULE 13G/A EDGAR
  14. Jul 13, 20263/A EDGAR
  15. Jul 13, 20263/A EDGAR
  16. Jul 13, 20263/A EDGAR
  17. Jun 26, 20268-K/A EDGAR
  18. Jun 26, 202611-K EDGAR
  19. Jun 26, 202611-K EDGAR
  20. Jun 12, 20264 EDGAR

The 360 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

16 open-market trades by officers, directors and large owners since October 2021: 8 buys and 8 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 25, 2026Young Mark A.VP, Chief Accounting OfficerSale6,000$9.15$54.9KForm 4
Aug 11, 2026Wanninger KurtEVP & Chief Operations OfficerSale50,000$9.22$461.0KForm 4
Jun 11, 2026Fracassa Philip D.DirectorBuy5,000$9.11$45.5KForm 4
Jun 10, 2026Kendrick Bruce AlanEVP & Chief HR OfficerSale26,245$9.02$236.7KForm 4
Jun 8, 2026PETRATIS DAVID DDirectorBuy11,587$8.82$102.2KForm 4
Jun 4, 2026Simon Andrea HelenEVP & CFOBuy5,000$8.56$42.8KForm 4
Jun 1, 2026Young Mark A.VP, Chief Accounting OfficerSale11,765$8.60$101.2KForm 4
Jun 1, 2026Banyard R DavidCEO & PresidentBuy60,000$8.43$505.8KForm 4
Feb 28, 2025Crisci RobertDirectorBuy20,000$14.08$281.6KForm 4
Feb 24, 2025CHUGG JULIANA LDirectorBuy6,989$14.17$99.0KForm 4
Sep 13, 2024Young Mark A.VP, Chief Accounting OfficerSale4,715$16.33$77.0KForm 4
Sep 11, 2024HACKETT ANN FDirectorSale17,589$15.95$280.5KForm 4
Sep 9, 2024HACKETT ANN FDirectorSale502$15.99$8.0KForm 4
Aug 9, 2024Crisci RobertDirectorBuy20,000$15.39$307.8KForm 4
Jan 23, 2023GOLDMAN SACHS GROUP INC10% ownerBuy1,481$8.51$12.6KForm 4
Jan 23, 2023GOLDMAN SACHS GROUP INC10% ownerSale1,362$8.60$11.7KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025R. David Banyard, Jr.Chief Executive Officer57$1.0M$7.4M57
2025Andrea SimonExecutive Vice President and Chief Financial Officer$558.8K$2.3M57
2025Navi GrewalExecutive Vice President and Chief Digital and Technology Officer$493.3K$1.6M57
2025Andrean HortonExecutive Vice President and Chief Legal Officer$500.7K$1.5M57
2025Kurt WanningerExecutive Vice President and Chief Operations Officer$521.9K$1.4M57
2024R. David Banyard, Jr.Chief Executive Officer57$1.0M$6.5M57
2024Andrea SimonExecutive Vice President and Chief Financial Officer$511.0K$2.0M57
2024Navi GrewalExecutive Vice President and Chief Digital and Technology Officer$471.0K$1.5M57
2024Andrean HortonExecutive Vice President and Chief Legal Officer$486.0K$1.5M57
2024Kurt WanningerExecutive Vice President and Chief Operations Officer$500.0K$1.3M57
2023R. David Banyard, Jr.Chief Executive Officer57$1.0M$7.1M57
2023Andrea SimonExecutive Vice President and Chief Financial Officer$500.0K$2.1M57
2023Andrean HortonExecutive Vice President and Chief Legal Officer$475.0K$1.7M57
2023Kurt WanningerExecutive Vice President and Chief Operations Officer$496.2K$1.6M57
2023Navi GrewalExecutive Vice President and Chief Digital and Technology Officer$460.0K$1.5M57

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.31,554,598$324.7M0.0%+12,201,947
Pzena Investment Management LLC15,329,483$157.7M0.5%+11,515,469
Coliseum Capital Management, LLC13,200,117$135.8M11.7%+505,407
Gates Capital Management, Inc.13,186,754$135.7M4.5%+2,839,890
Fmr LLC10,370,825$106.7M0.0%+6,030,575
Redwood Capital Management, LLC9,821,896$101.1M11.0%+8,535,799
Dimensional Fund Advisors LP9,195,469$94.6M0.0%+2,185,041
Vanguard Capital Management LLC8,834,686$90.9M0.0%+3,109,194
State Street Corp8,195,786$84.3M0.0%+3,304,720
Pertento Partners LLP5,968,072$61.4M4.4%+1,003,251
Geode Capital Management, LLC5,131,400$52.8M0.0%+2,032,899
Sixth Street Partners Management Company, L.P.4,905,383$50.5M8.7%No change
Diameter Capital Partners LP4,779,445$49.2M6.5%+3,233,874
Atlas FRM LLC4,624,400$47.6M2.0%+3,324,400
Paradigm Capital Management Inc/ny4,618,700$47.5M1.3%+3,536,609
Vanguard Portfolio Management LLC4,144,271$42.6M0.0%+1,686,486
Monarch Alternative Capital LP3,700,000$38.1M7.4%+1,700,000
ACK Asset Management LLC3,700,000$38.1M4.4%No change
UBS AM, a distinct business unit of UBS ASSET MANAGEMENT AMERICAS LLC3,133,352$32.2M0.0%−893
Charles Schwab Investment Management Inc3,098,412$31.9M0.0%+555,451
Cooke & Bieler LP2,551,527$26.3M0.3%−1,043,018
Morgan Stanley2,542,550$26.2M0.0%+1,395,053
Franklin Resources Inc2,461,300$25.3M0.0%+2,376,279
Northern Trust Corp2,239,105$23.0M0.0%+884,176
Goldman Sachs Group Inc1,977,045$20.3M0.0%−1,085,834

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How MasterBrand, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARMasterBrand, Inc.1
  • CIK0001941365
  • Employer ID (EIN)88-34799205
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 281
  • Industry code (SIC)2511 Wood Household Furniture, (No Upholstered)1
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
  • Business address3300 Enterprise Parkway, Suite 300, Beachwood, OH 441221
  • Phone1-877-622-47821
  • Shares outstanding203,490,490 as of Aug 3, 202610
  • Public float$1.3B as of Jun 29, 20255
  • AuditorPricewaterhouseCoopers LLP, Milwaukee, Wisconsin PCAOB ID 238; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceAug 17, 20221
  • Filings360 in all: 4 (170), 8-K (49), 3 (22), 425 (20), SCHEDULE 13G/A (12), 10-Q (11), 144 (7), CORRESP (6)1
    All 33 form types

    SCHEDULE 13G (6), UPLOAD (6), 10-K (4), 11-K (4), ARS (4), DEF 14A (4), 3/A (3), 8-K/A (3), DEFA14A (3), S-8 (3), SC 13G (3), SC 13G/A (3), SD (3), 10-12B/A (2), DRSLTR (2), 10-12B (1), 4/A (1), 424B3 (1), CERT (1), DRS (1), DRS/A (1), EFFECT (1), S-4 (1), S-4/A (1), SEC STAFF ACTION (1)

  • Latest filingsAnnual report (10-K) Feb 13, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Apr 22, 2026
    Latest 8-K (8-K) Sep 24, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.01 per shareMBCNew York Stock Exchange

From the cover page of the 10-K filed Feb 13, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks MasterBrand, Inc. names in Item 1A of its 10-K filed Feb 13, 2026: 40 risks under these headings, as written.5

  • Risks Related to Our Industry
  • Our business primarily relies on U.S. and Canadian home improvement, R&R and new home construction activity levels, all of which are impacted by risks associated with fluctuations in the housing market. Unfavorable changes in the general economy, the housing market, interest rates, inflation or other business conditions could adversely affect our financial performance.
  • The cabinet industry is highly competitive with relatively low barriers to entry and market share losses could occur. Competition has further intensified as a result of current economic conditions. We compete with numerous large national and regional companies for, among other things, customers, raw materials, skilled management and labor resources.
  • We face competition with respect to some of our products from competitors who operate in countries with lower labor and compliance costs. These competitors may also benefit from certain local government subsidies or other incentives that are not available to us.
  • We could lose market share if we do not successfully develop new products or processes or improve existing products or processes.
  • Our businesses rely on the performance of dealers, retailers and other marketing arrangements and could be adversely affected by poor performance or other disruptions impacting our distribution channels and customers.
  • The loss of any of our significant customers or a reduction in the quantity of products they purchase could affect our financial health.
  • Certain of our customers may expand through consolidation and internal growth, which may increase their buying power. The increased size of our customers could have an adverse effect on our financial performance.
  • Failure to maintain the performance, reliability and quality of our products, or to timely deliver our products, could have an adverse effect on our financial performance.
  • Risks Related to Our Operations
  • Risks associated with our ability to improve organizational productivity and global supply chain efficiency and flexibility could adversely affect our financial performance.
  • Risks associated with global commodity and energy availability and price volatility, as well as the possibility of sustained inflation, could adversely affect our financial performance.
The other 30 risks
  • Failure to attract and retain qualified personnel and other labor constraints, including increases in labor costs, potential labor disputes and work stoppages, could adversely affect our financial performance.
  • Future global pandemics would likely cause disruptions to our business and financial performance.
  • We may experience delays or outages in our information technology systems and computer networks, and our information technology or enterprise resource planning systems may fail to perform adequately. We may be subject to breaches of our information technology systems, which could damage our reputation and consumer relationships. Such breaches could subject us to significant financial, legal and operational consequences.
  • Data privacy considerations could impact our business.
  • We manufacture, source and sell products internationally and are exposed to risks associated with doing business globally, including risks associated with uncertain trade environments.
  • Disruption of operations could adversely affect our profitability and competitive position.
  • Use of artificial intelligence in our operations could result in reputational or competitive harm, legal or regulatory liability and adverse impacts on our financial performance.
  • Inability to obtain raw materials and finished goods in a timely and cost-effective manner from suppliers could adversely affect our ability to manufacture and market our products.
  • We are dependent on third-party suppliers and service providers.
  • We may not be successful in identifying and executing potential business development transactions, such as our acquisition of Supreme or pending Merger with American Woodmark, or realizing the financial and strategic goals that were contemplated at the time of any historical or potential business development transaction, which could have an adverse impact on our ability to meet our growth objectives.
  • Risks associated with strategic acquisitions and joint ventures could adversely affect our financial performance.
  • Impairment charges could have a material adverse effect on our financial results.
  • We have debt obligations, and may in the future incur additional debt obligations, that could adversely affect our business and profitability and our ability to meet our other obligations.
  • The pending Merger with American Woodmark may be delayed or not occur at all for a variety of reasons, including that the Merger is subject to various closing conditions, including governmental and regulatory approvals, as well as other uncertainties, and there can be no assurances as to whether or when it may be completed. Failure to consummate the Merger could adversely affect our business, financial performance, and the market price of our shares.
  • Risks Related to Litigation and Regulations
  • Changes in government and industry regulatory standards could adversely affect our financial performance.
  • Potential liabilities and costs from claims and litigation could adversely affect our financial performance.
  • Failure to comply with laws, government regulations and other requirements could adversely affect our financial performance.
  • We may be subject to significant compliance costs, as well as liabilities under environmental, health and safety laws and regulations.
  • Climate change and related legislative and regulatory initiatives could adversely affect our business and financial performance.
  • Corporate Sustainability and Responsibility (“CSR”) matters may adversely impact our business and reputation and we may be required to make material expenditures to respond to customer needs and investor expectations regarding CSR matters.
  • Changes in tax laws or regulations may have a negative impact on our financial performance.
  • Tax audits may result in findings that have a negative impact on our financial performance.
  • Our inability to secure and protect our intellectual property rights could negatively impact revenues and brand reputation.
  • Risks Related to the Separation and Distribution
  • Fortune Brands may fail to perform under various transaction agreements that were executed as part of the Separation, which could cause us to incur expenses or losses we would not otherwise incur.
  • In connection with the Separation, each of Fortune Brands and MasterBrand are indemnifying each other for certain liabilities. If we are required to pay under these indemnities to Fortune Brands, our financial performance could be negatively impacted. The Fortune Brands indemnities may not be sufficient to hold MasterBrand harmless from the full amount of liabilities for which Fortune Brands will be allocated responsibility, and Fortune Brands may not be able to satisfy its indemnification obligations in the future.
  • If the Distribution, together with certain related transactions, were to fail to qualify as tax-free for U.S. federal income tax purposes, then we, Fortune Brands and our shareholders could be subject to significant tax liability or tax indemnity obligations.
  • Risks Related to Our Common Stock
  • The market price of our shares of common stock may fluctuate significantly.
  • Provisions in our amended and restated certificate of incorporation and our amended and restated bylaws and provisions of Delaware law may prevent or delay an acquisition of us, even if that change may be considered beneficial by some of our shareholders.
  • Our charter contains an exclusive forum provision that may discourage lawsuits against us and our directors and officers.
  • We cannot guarantee that our stock repurchase program will be fully consummated or will enhance long-term shareholder value, and stock repurchases could increase the volatility of our stock price and could diminish our cash reserves.

Legal proceedings

We are defendants in lawsuits that are ordinary routine litigation matters incidental to our business and operations. In addition, other matters, including tax assessments, audits, claims and governmental investigations and proceedings covering a wide range of matters are pending against us. It is not possible to predict the outcome of the pending actions, and, as with any such matters, it is possible that these actions could be decided unfavorably to us. We believe that there are meritorious defenses to these actions and that these actions will not have a material adverse effect on our results of operations, cash flows or financial condition, and, where appropriate, these actions are being vigorously contested. Accordingly, we believe the likelihood of material loss is remote. However, such matters are subject to inherent uncertainties and unfavorable rulings or other events could occur. The Company regularly undergoes tax audits in various jurisdictions in which our products are sold or manufactured. In the future, such costs or an unfavorable outcome could have a material impact on our consolidated results of operations, cash flows and financial condition. Based on available information to date and subject to below, we do not consider any such action, assessment, claim, investigation or proceeding to be material, within the meaning of that term as used in “Item 103 of Regulation S-K” and the instructions thereto.

The opening of Item 3, Legal Proceedings.5

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