UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________________________

FORM 10-K

_________________________________


☒			ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended ~~February~~March 252, ~~2023~~2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 0-6365

_________________________________

APOGEE ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

_________________________________

Minnesota

41-0919654

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

4400 West 78th Street

Suite 520

Minneapolis

Minnesota

55435

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (952) 835-1874

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.33 1/3 Par Value

APOG

The ~~NASDAQ~~Nasdaq Stock Market ~~LLC~~

Securities registered pursuant to Section 12(g) of the Act: None

________________________________

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

☒ Yes ☐ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

☐ Yes ☒ No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

☒

Accelerated Filer

☐

Non-accelerated Filer

☐

Smaller Reporting Company

☐

Emerging Growth Company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

As of August 2725, ~~2022~~2023, the last business day of the registrant's most recently completed second fiscal quarter, the approximate aggregate market value of voting and non-voting common equity held by non-affiliates of the registrant was $~~911~~1,~~700~~075,300,000 (based on the closing price of $4249.2387 per share as reported on ~~the~~The ~~NASDAQ~~Nasdaq Stock Market ~~LLC~~ as of that date).

As of April 17 22, ~~2023~~2024, 22,~~270~~128,~~739~~308 shares of the registrant’s common stock, par value $0.33 1/3 per share, were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

In accordance with General Instruction G(3) of Form 10-K, certain information required by Part III hereof will either be incorporated into this Annual Report on Form 10-K by reference to our Definitive Proxy Statement for our Annual Meeting of Shareholders filed within 120 days of our fiscal year ended ~~February~~March 252, ~~2023~~2024 or will be included in an amendment to this Annual Report on Form 10-K filed within 120 days of ~~February~~March 252, ~~2023~~2024.

Table of Contents

APOGEE ENTERPRISES, INC.

Annual Report on Form 10-K

For the fiscal year ended ~~February~~March 252, ~~2023~~2024

TABLE OF CONTENTS

		Page
	PART I
Item 1.	Business	5
Item 1A.	Risk Factors	11
Item 1B.	Unresolved Staff Comments	1517
Item 2.	Properties	15
Item 1C.	Cybersecurity	17
Item 3.	Legal Proceedings	15
Item 2.	Properties	18
Item 4.	Mine Safety Disclosures	16
Item 3.	Legal Proceedings	19
Item 4.	Mine Safety Disclosures	19
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	1620
Item 6.	Reserved	1721
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1822
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	2833
Item 8.	Financial Statements and Supplementary Data	2934
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	6369
Item 9A.	Controls and Procedures	6370
Item 9B.	Other Information	6370
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	6370
	PART III
Item 10.	Directors, Executive Officers, Code of Ethics and Corporate Governance	6470
Item 11.	Executive and Director Compensation	6470
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	6471
Item 13.	Certain Relationships and Related Transactions, and Director Independence	6571
Item 14.	Principal Accountant Fees and Services	6571
	PART IV
Item 15.	Exhibits and Financial Statement Schedules	6571
Item 16.	Form 10-K Summary	6774
	Signatures	6875

Table of Contents

Forward-Looking Statements

This Annual Report on Form 10-K, including “Management's Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7, contains certain statements that are considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect our current views with respect to future events and financial performance. ~~The~~Forward-looking ~~words~~statements generally can be identified by the use of forward-looking terminology such as “may,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “should,” "will," "continue" ~~and~~or similar ~~expressions~~words ~~are~~or ~~intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995~~expressions. All forecasts and projections in this document are “forward-looking statements,” and are based on management's current expectations or beliefs of the Company's near-term results, based on current information available pertaining to the Company, including the risk factors noted under Item 1A in this Form 10-K. From time to time, we also may provide oral and written forward-looking statements in other materials we release to the public, such as press releases, presentations to securities analysts or investors, or other communications by the Company. Any or all of our forward-looking statements in this report and in any public statements we make could be materially different from actual results.

Accordingly, we wish to caution investors that any forward-looking statements made by or on behalf of the Company are subject to uncertainties and other factors that could cause actual results to differ materially from such statements. These uncertainties and other risk factors include, but are not limited to, the risks and uncertainties set forth under Item 1A in this Form 10-K, all of which are incorporated by reference into Item 7.

We wish to caution investors that other factors might in the future prove to be important in affecting the Company's results of operations. New factors emerge from time to time; it is not possible for management to predict all such factors, nor can it assess the impact of each such factor on the business or the extent to which any factor, or a combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We undertake no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Table of Contents

PART I

ITEM 1. BUSINESS

The Company

Apogee Enterprises, Inc. (Apogee, ~~the~~we, ~~Company~~us, our or wethe Company) was incorporated under the laws of the State of Minnesota in 1949. We are a leading provider of architectural products and services for enclosing buildings, and high-performance glass and acrylic products used in applications for preservation, protection and enhanced viewing.

~~Our~~We ~~Company~~have ~~has~~ four reporting segments, with three of the four segments serving the ~~commercial~~non-residential construction market, and the fourth serving the custom framing and fine art market:

•The Architectural Framing Systems ~~segment~~Segment designs, engineers, fabricates and finishes aluminum window, curtainwall, storefront and entrance systems for the exterior of buildings. In fiscal ~~2023~~2024, this segment accounted for approximately 4542% ~~percent~~ of our net sales.

•The Architectural ~~Services~~Glass ~~segment~~Segment ~~integrates~~coats ~~technical services, project management,~~ and ~~field~~fabricates ~~installation~~high-performance ~~services~~glass toused ~~design,~~in ~~engineer,~~custom ~~fabricate,~~window and ~~install~~wall ~~building~~systems ~~glass~~on ~~and~~non-residential ~~curtainwall systems~~buildings. In fiscal ~~2023~~2024, this segment accounted for approximately 2924% ~~percent~~ of our net sales.

•The Architectural ~~Glass~~Services ~~segment~~Segment ~~coats~~integrates technical services, project management, and ~~fabricates~~field ~~high-performance~~installation ~~glass~~services ~~used~~to indesign, ~~custom~~engineer, ~~window~~fabricate, and ~~wall~~install ~~systems~~building onglass ~~commercial~~and ~~buildings~~curtainwall systems. In fiscal ~~2023~~2024, this segment accounted for approximately 1927% ~~percent~~ of our net sales.

•The Large-Scale Optical ~~Technologies~~ (LSO) ~~segment~~Segment manufactures high-performance glazing products for the custom framing, fine art, and engineered optics markets. In fiscal ~~2023~~2024, this segment accounted for approximately 7% ~~percent~~ of our net sales.

Strategy

InOur ~~fiscal~~enterprise ~~2022,~~strategy weis ~~conducted~~based aon ~~holistic strategic review of our business and~~ the ~~markets~~following wethree ~~serve. This~~key review included extensive input from customers and industry influencers, along with detailed competitive benchmarking. We analyzed our portfolio of products, services, and capabilities to identify the best areas for future growth. We also evaluated our operating model to ensure we have the organizational structure and capabilities needed to deliver consistent profitable growth. Through this work, we validated the Company’s strengths that we can leverage as we move forward. We also identified opportunities for improved performance. elements:

~~Following~~1.Become ~~this~~the ~~review~~economic leader in our target markets. We are developing a deep understanding of our target markets and align our businesses with clear go-to-market strategies to drive value for our customers through differentiated product and service offerings. We will focus on operational execution, wedriving ~~established~~productivity improvements, and maintaining a ~~new~~competitive ~~enterprise~~cost ~~strategy~~structure, ~~with~~so ~~three~~that ~~key~~we ~~elements:~~may bring more value to our customers and improve our own profitability.

12.~~Become~~Actively ~~the~~manage ~~economic~~our ~~leader~~portfolio into ~~our~~drive ~~target~~higher ~~markets~~margins and returns. We ~~will~~are ~~achieve~~shifting ~~this by developing a deep understanding of~~ our ~~target~~business ~~markets~~mix ~~and~~toward ~~aligning~~higher ~~our~~operating ~~businesses~~margin ~~with~~offerings ~~clear~~in ~~go-to-market~~order ~~strategies~~ to ~~drive~~improve ~~value for~~ our ~~customers~~return ~~through~~on ~~differentiated~~invested ~~product~~capital ~~and service offerings~~performance. We ~~will~~expect ~~also~~to ~~have~~accomplish athis ~~relentless~~by ~~focus~~allocating onresources ~~operational~~to ~~execution,~~grow ~~driving~~our ~~productivity~~top ~~improvements~~performing businesses, ~~and~~actively ~~maintaining~~addressing aunderperforming ~~competitive~~businesses, ~~cost~~and ~~structure,~~investing soto ~~that~~add wenew ~~may~~differentiated ~~bring~~product ~~more~~and ~~value~~service offerings to accelerate our ~~customers~~growth and ~~improve~~increase ~~our own profitability~~margins.

23.~~Actively~~Strengthen ~~manage~~ our ~~portfolio~~core tocapabilities. We ~~drive~~are ~~higher~~shifting ~~margins~~from ~~and~~our ~~returns. We~~historical, ~~intend~~decentralized operating model, to ~~shift~~one ~~our~~with ~~business~~center-led ~~mix~~functional ~~toward~~expertise ~~higher~~that ~~operating~~enables ~~margin~~us ~~offerings~~to ~~and~~leverage ~~improve~~the ~~our~~scale ~~return~~of onthe ~~invested~~enterprise ~~capital~~to ~~performance~~better support the needs of the business. WeIn ~~will~~fiscal ~~accomplish~~2022, ~~this~~we byestablished ~~allocating~~a ~~resources~~Company-wide tooperating ~~grow~~system ~~our~~with ~~top~~common ~~performing~~tools ~~businesses,~~and ~~actively~~processes ~~addressing~~based ~~underperforming~~on ~~businesses,~~the foundation of Lean and ~~investing~~Continuous toImprovement, ~~add~~which ~~new~~we ~~differentiated~~call ~~product~~the "Apogee Management System". Our strategy is supported by a robust talent management program and ~~service~~a ~~offerings~~commitment to ~~accelerate~~strong ~~our~~governance ~~growth~~to ensure compliance and ~~increase~~drive ~~margins~~sustainable performance.

~~3.Strengthen~~We ~~our~~set ~~core~~this ~~capabilities. We~~strategy ~~are~~by ~~shifting~~developing ~~from~~a ~~our~~deep ~~historical,~~knowledge ~~decentralized~~of ~~operating~~the ~~model,~~markets towe ~~one~~serve ~~with~~and ~~center-led~~by ~~functional~~gaining ~~expertise~~extensive ~~that~~input ~~enables~~from uscustomers toand ~~leverage~~industry ~~the~~influencers, ~~scale~~along ofwith ~~the~~detailed ~~enterprise~~competitive tobenchmarking. We ~~better~~continually ~~support~~analyze ~~the~~our ~~needs~~portfolio of ~~the~~products, ~~business. We~~services, ~~are~~and ~~establishing~~capabilities ato ~~Company-wide~~identify ~~operating~~the ~~system~~best ~~with~~areas ~~common~~for ~~tools~~future ~~and~~profitable ~~processes~~growth. We ~~that~~also ~~are~~evaluate ~~based~~our onoperating ~~the~~model ~~foundation~~to ofensure ~~Lean~~we ~~and~~have ~~Continuous~~the ~~Improvement,~~organizational ~~which~~structure weand ~~are~~capabilities ~~calling~~needed ~~"Apogee~~to ~~Management~~deliver ~~System"~~consistent profitable growth. ~~This~~Through ~~will~~this bework, ~~supported~~we byvalidate astrengths ~~robust~~that ~~talent~~we ~~management~~can ~~program~~leverage and aidentify ~~commitment~~opportunities to ~~strong~~improve ~~governance~~our ~~to ensure compliance and drive sustainable~~ performance.

We ~~plan~~have tomade ~~continue~~significant toprogress ~~execute~~against ~~this~~our strategy ~~over~~and ~~the~~will ~~next~~continue ~~several~~to ~~years~~identify opportunities to build upon it. To measure our progress, we ~~have~~ established three consolidated enterprise financial targets~~, which we expect to achieve by the end of fiscal year 2025~~:

•Adjusted Return on Invested Capital (ROIC)*1 greater than 12 ~~percent~~%

•~~Operating~~Adjusted ~~margin~~operating margin1 greater than 10 ~~percent~~%

•Revenue growth greater than 1.2 times the overall non-residential construction market. *ROIC is a non-GAAP measure. See discussion of non-GAAP measures within the Overview section of Management's Discussion and Analysis.

In1 ~~fiscal~~Adjusted ~~2023,~~ROIC ~~we made significant progress toward these financial targets through the execution of our strategy. We advanced our Lean~~ and ~~Continuous~~adjusted ~~Improvement~~operating ~~initiatives,~~margin ~~which~~are ~~resulted~~non-GAAP ~~in meaningful productivity improvements, particularly in Architectural Glass~~measures. WeSee ~~increased~~discussion ~~our~~of non-GAAP ~~focus~~measures onwithin ~~differentiated products and services, and effectively managed pricing to share in~~ the ~~value~~Overview wesection ~~delivered~~of ~~for~~Management's ~~our~~Discussion ~~customers.~~and ~~We integrated the Sotawall business into the Architectural Services segment, in order to create a single, unified offering for larger custom curtainwall projects~~Analysis. ~~We advanced several initiatives to strengthen our core~~

Table of Contents

~~capabilities~~In fiscal 2024, ~~driving~~we drove further progress toward our strategic goals and financial targets. We continued the ~~standardization~~deployment of ~~key~~the Apogee Management System across our business, ~~processes~~supporting sustainable cost and ~~systems~~productivity improvements. We ~~also~~invested ~~relaunched~~in ~~our~~organic ~~talent~~growth ~~development~~initiatives, including capacity expansion in the Large-Scale Optical Segment and ~~leadership~~geographic ~~training~~growth ~~programs~~in Architectural Services. We increased our focus on differentiated products and services, and continued to diversify the mix of architectural projects that we serve while leaning more heavily into higher, value-added products. We also advanced several initiatives to strengthen our core capabilities, driving the standardization of key business processes and systems, and strengthening talent ~~across~~management ~~the~~and ~~organization~~leadership development programs.

Products and Services

Architectural Framing Systems, Architectural ~~Services~~Glass and Architectural ~~Glass~~Services ~~segments~~Segments

These three segments primarily serve the non-residential construction industry and participate in various phases of the value stream to design, engineer, fabricate and install custom glass and aluminum window, curtainwall, storefront and entrance systems for the exterior of buildings, primarily in the ~~commercial, institutional, and multi~~non-~~family~~ residential construction sectors.

Our product and service offerings across these architectural segments allow architects to create distinctive looks for buildings in the non-residential construction industry such as ~~health~~healthcare ~~care~~ facilities, government buildings, office towers, hotels, education and athletic facilities, retail centers, transportation centers, mixed use and multi-family residential buildings. Our solutions also help meet functional requirements such as energy efficiency, hurricane, blast and other impact resistance and~~/or~~ sound control.

Many of our architectural products and services help architects, developers, and building owners achieve their energy-efficiency and sustainability goals by improving energy performance, reducing greenhouse gas emissions, providing daylight and natural ventilation, and increasing comfort and safety for occupants. These architectural products include high-performance thermal framing systems, energy efficient glass coatings, and sun control products such as sunshades and light shelves. Many of our framing systems products can be specified with recycled aluminum content and utilize environmentally friendly anodize and paint finishes. In addition, we offer ~~a wide range of~~ renovation solutions to help modernize aging buildings, providing significantly improved energy performance, while preserving historically accurate aesthetics.

Architectural Framing Systems ~~segment~~Segment

Our Architectural Framing Systems ~~segment~~Segment designs, engineers and fabricates aluminum ~~window~~windows, ~~curtainwall,~~ storefront and entrance systems. We also extrude aluminum and provide finishing services for metal components used in a variety of building materials applications, as well as plastic components for other markets.

Architectural ~~Services~~Glass ~~segment~~Segment

Our Architectural ~~Services~~Glass ~~segment~~Segment ~~delivers~~provides ~~value~~a bywide ~~integrating~~range ~~technical~~of ~~capabilities~~high-performance glass products, ~~project~~offering ~~management~~customized ~~skills~~solutions ~~and~~that ~~field~~enable ~~installation~~architects ~~services,~~and building owners to ~~provide~~meet their design, ~~engineering~~aesthetic, ~~fabrication~~ and ~~installation~~performance ~~for~~goals. ~~the~~We ~~exteriors~~fabricate ofinsulating, ~~commercial~~laminated, ~~buildings.~~and ~~Our~~monolithic ~~ability~~glass tounits ~~efficiently~~that ~~design~~are ~~high-quality~~used ~~window~~in ~~and~~windows, curtainwall, ~~systems~~storefront, and ~~effectively~~entrance ~~manage~~systems. ~~the~~We ~~installation~~provide ofpremium ~~building~~glass ~~façades~~solutions ~~enables~~to meet our customers’ todesign ~~meet~~and ~~schedule~~energy-performance requirements. These include proprietary, high-performance coatings, digital and ~~cost~~silkscreen ~~requirements~~printing, heat-soaking of ~~their~~tempered ~~projects~~glass, and thermal spacers.

Architectural ~~Glass~~Services ~~segment~~Segment

Our Architectural ~~Glass~~Services ~~segment~~Segment ~~provides~~delivers avalue ~~wide~~by ~~range~~integrating oftechnical ~~high-performance glass products~~capabilities, ~~offering~~project ~~customized~~management ~~solutions~~skills ~~that enable architects~~ and ~~building~~field ~~owners~~installation services, to ~~meet~~provide ~~their~~ design, ~~aesthetic~~engineering, fabrication and ~~performance~~installation ~~goals. We~~for ~~fabricate~~the ~~insulating,~~exteriors ~~laminated,~~of ~~and~~non-residential ~~monolithic~~buildings. ~~glass~~Our ~~units~~ability ~~that~~to ~~are~~efficiently ~~used~~design inhigh-quality ~~windows,~~window and curtainwall, ~~storefront,~~systems and ~~entrance~~effectively ~~systems.~~manage Wethe ~~provide~~installation ~~premium~~of ~~glass~~building ~~solutions~~façades toenables ~~meet~~ our customers’ ~~design~~to ~~and~~meet ~~energy-performance~~schedule ~~requirements. These include propriety, high-performance coatings, digital~~ and ~~silkscreen~~cost ~~printing,~~requirements ~~heat soaking~~ of ~~tempered~~their ~~glass, and thermal spacers~~projects.

LSO ~~segment~~Segment

The LSO ~~segment~~Segment provides coated glass and acrylic primarily for use in custom picture framing, museum framing, wall decor and technical glass and acrylic for other display applications. Products vary based on size and coatings to provide conservation-grade UV protection, anti-reflective and anti-static properties and/or security features.

Product Demand and Distribution Channels

Architectural Framing Systems, Architectural Services and Architectural Glass segments

Demand for the products and services offered by our architectural segments is affected by changes in the North American commercial construction industry, as well as by changes in general economic conditions. Additionally, the Architectural Glass segment has Brazilian operations which are impacted by Brazil's commercial construction industry and general economic conditions.

We look at several external indicators to analyze potential demand for our products and services, such as U.S. and Canadian job growth, office vacancy rates, credit and interest rates, architectural billing statistics, and material costs. We also rely on internal indicators to analyze demand, including our sales pipeline, which is made up of contracts in review, projects awarded or committed, and bidding activity. Our sales pipeline, together with ongoing feedback, analysis and data from our customers, architects and building owners, provide visibility into near- and medium-term demand. Additionally, we evaluate data on U.S. and Canadian non-residential construction market activity, industry analysis and longer-term trends provided by external data sources.

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~~Our~~Product ~~architectural~~Demand ~~products~~ and ~~services~~Distribution ~~are used in subsets of the construction industry differentiated by the following types of factors:~~ Channels

~~•Building~~Architectural ~~type~~Framing ~~- Our products and services are primarily used in commercial buildings (office buildings~~Systems, ~~hotels~~Architectural ~~and~~Glass ~~retail centers), institutional buildings (education facilities, health care facilities~~ and ~~government~~Architectural ~~buildings),~~Services ~~and multi-family residential buildings (a subset of residential construction).~~Segments

~~•Level~~Demand offor ~~customization~~the -products ~~Many~~and ofservices offered by our ~~projects~~architectural ~~involve~~segments ais ~~high~~not ~~degree~~only ofimpacted ~~customization,~~by asgeneral ~~the~~economic ~~product~~conditions, orbut ~~service~~has ishistorically ~~designed~~been toaffected ~~meet~~by ~~customer-specified~~changes ~~requirements~~in ~~for~~the ~~aesthetics,~~North ~~performance~~American ~~and~~non-residential ~~size~~construction industry, ~~and~~which ~~local~~is ~~building~~cyclical ~~codes~~in nature.

~~•Customers~~We ~~and~~look ~~distribution~~to ~~channels~~several -external ~~Our~~indicators ~~customers~~to ~~are~~analyze ~~mainly~~potential ~~glazing~~demand ~~subcontractors~~for our products and ~~general~~services, ~~contractors~~such as U.S. and Canadian job growth, ~~with~~office ~~project~~vacancy ~~design~~rates, ~~being~~credit ~~influenced~~and byinterest ~~architects~~rates, architectural billing indices, and ~~building~~material ~~owners~~costs. ~~Our~~We ~~window,~~also ~~curtainwall,~~rely ~~storefront~~on ~~and~~internal ~~entrance~~indicators ~~systems~~to ~~are~~analyze ~~sold~~demand, ~~using~~including aour ~~combination~~sales pipeline, which is made up of ~~direct~~contracts ~~sales~~in ~~forces~~review, ~~independent~~projects ~~sales~~awarded ~~representatives~~or committed, and ~~distributors~~bidding activity. Our ~~installation~~sales ~~services~~pipeline, ~~are~~together ~~sold~~with byongoing afeedback, ~~direct~~analysis ~~sales~~and ~~force~~data infrom ~~certain~~our ~~metropolitan~~customers, ~~areas~~architects inand ~~the~~building ~~U.S~~owners, provides visibility into near- and ~~Canada~~medium-term demand. ~~Our~~Additionally, ~~high-performance~~we ~~architectural~~evaluate ~~glass~~data ison ~~primarily~~U.S. ~~sold~~and ~~using~~Canadian ~~both~~non-residential aconstruction ~~direct~~market ~~sales~~activity, ~~force~~industry analysis and ~~independent~~longer-term ~~sales~~trends ~~representatives.~~provided by external data sources.

~~•Geographic~~Our ~~location - We primarily supply~~ architectural ~~glass~~ products and ~~aluminum~~services ~~framing~~are ~~systems,~~used ~~including window, curtainwall, storefront and entrance systems, to customers~~ in ~~North~~subsets ~~America. We are one~~ of ~~only a few architectural glass installation service companies in~~ the ~~U.S.~~non-residential toconstruction ~~have~~industry adifferentiated ~~national~~by ~~presence and we have~~ the ~~ability~~following tofactors: provide installation project management throughout the U.S. and Canada. Our Architectural Glass segment also supplies architectural glass products to customers in Brazil and certain other international locations.

~~LSO~~•Building ~~segment~~type - Our products and services are primarily used in commercial buildings (office buildings, hotels and retail centers), institutional buildings (education facilities, health care facilities and government buildings), transportation facilities (airports and transit terminals), and multi-family residential buildings (a subset of residential construction).

In•Level ~~our~~of ~~LSO~~customization ~~segment,~~- weMany ~~have a leading brand~~ of ~~value-added~~our ~~coated~~projects ~~glass~~involve ~~and~~a ~~acrylic~~high ~~used~~degree inof ~~the custom picture-framing market~~customization, ~~museum~~as ~~market, and various technical glass applications. Under~~ the ~~Tru~~product ~~Vue~~or ~~brand,~~service ~~products~~is ~~are~~designed ~~sold~~or ~~primarily~~fabricated ~~in North America through national and regional retail chains using a direct sales force, as well as~~ to ~~local~~meet ~~retailers~~customer-specified ~~through~~requirements anfor ~~independent distribution network. We have a global distribution network and also supply our products to museums~~aesthetics, ~~galleries~~performance and ~~other customers in Europe~~size, ~~Asia~~ and ~~other~~local ~~international~~building ~~locations~~codes.

•Customers and distribution channels - Our customers are mainly glazing subcontractors and general contractors, with project design being influenced by architects and building owners. Our windows, curtainwall, storefront and entrance systems are sold using a combination of direct sales forces and independent sales representatives and distributors. Our installation services are sold by a direct sales force in certain metropolitan areas in the U.S and Canada. Our high-performance architectural glass is sold using both a direct sales force and independent sales representatives.

•Geographic location - We primarily supply architectural glass products and aluminum framing systems, including window, curtainwall, storefront and entrance systems, to customers in North America. We are one of only a few architectural glass installation service companies in the U.S. to have a national presence and we have the ability to provide installation project management throughout the U.S. and Canada.

LSO Segment

In our LSO Segment, we have a leading brand of value-added coated glass and acrylic used in the custom picture-framing market, museum market, and various technical glass applications. Under the Tru Vue brand, products are sold primarily in North America through national and regional retail chains using a direct sales force, as well as to local retailers through an independent distribution network. We have a global distribution network and supply our products to museums, galleries and other customers outside of North America, including Europe and Asia.

Competitive Conditions

The North American ~~commercial~~non-residential construction market is highly fragmented. Competitive factors include price, product quality, product attributes and performance, reliable service, on-time delivery, lead-time, warranties, and the ability to provide project management, technical engineering and design services. To protect and improve our competitive position, we maintain strong relationships with building owners, architects, and other stakeholders who influence the selection of products and services on a project, and with general contractors, who initiate projects and develop specifications.

Architectural Framing Systems ~~segment~~Segment

Our Architectural Framing Systems ~~segment~~Segment competes against several national, regional, and local aluminum window and storefront manufacturers, as well as regional finishing companies. Our businesses compete by providing a broad portfolio of high-quality products, robust engineering capabilities, a vertically integrated manufacturing model, and dependable, short lead-time service.

Architectural Services segment

Our Architectural Services segment competes against international, national and regional glass installation companies. We compete by offering a robust set of capabilities at a competitive cost. Our capabilities include preconstruction services, engineering and design, project management, manufacturing, and field installation. We deliver these services using an operating model which reduces costs and risks for our customers, and we have established a track record of regularly meeting each project's unique execution requirements.

Architectural Glass segment

In our Architectural Glass segment, we experience competition from regional glass fabricators and international competitors who can provide certain products with attributes similar to ours. We differentiate by providing a wide range of high-quality products, including several proprietary offerings, that we can bundle together into customized solutions. We maintain strong relationships with architects, developers, and other industry stakeholders, and provide strong customer service and reliable delivery.

LSO segment

Our LSO segment competes with European and U.S. providers of both basic and valued-added glass and acrylic. Our competitive strengths include innovative proprietary products and process technologies, a highly automated manufacturing model, innovative marketing programs, strong relationships with our customers, and an established distribution network.

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Architectural Glass Segment

In our Architectural Glass Segment, we compete with regional glass fabricators and international competitors who can provide certain products with attributes similar to ours. We differentiate by providing a wide range of high-quality products, including several proprietary offerings, that we can bundle together into customized solutions. We maintain strong relationships with architects, developers, and other industry stakeholders, and provide strong customer service and reliable delivery.

Architectural Services Segment

Our Architectural Services Segment competes against international, national and regional glass installation companies. We compete by offering a robust set of capabilities at a competitive cost. Our capabilities include preconstruction services, engineering and design, project management, manufacturing, and field installation. We deliver these services using an operating model that is designed to reduce costs and risk for our customers, and we have established a track record of regularly meeting each project's unique execution requirements.

LSO Segment

Our LSO Segment competes primarily with European, U.S., and Asia Pacific providers of both basic and valued-added glass and acrylic. Our competitive strengths include innovative proprietary products and process technologies, a highly automated manufacturing model, innovative marketing programs, strong customer relationships, and an established distribution network.

Warranties

We offer product and service warranties that we believe are competitive for the markets in which our products and services are sold. The nature and extent of these warranties depend upon the product or service, the market and, in some cases, the customer being served. Our standard warranties are generally from two to 1012 years for our curtainwall, window system and architectural glass products, while we generally offer warranties of two years or less on our other products and services.

Sources and Availability of Raw Materials

Materials used in the Architectural Framing Systems ~~segment~~Segment include aluminum billet and extrusions, fabricated glass, plastic extrusions, hardware, paint and chemicals. Within the Architectural Services ~~segment~~Segment, materials used include fabricated glass, finished aluminum extrusions, fabricated metal panels and hardware. Raw materials used within the Architectural Glass ~~segment~~Segment include flat glass, vinyl, silicone sealants and lumber. Materials used in the LSO ~~segment~~Segment are primarily glass and acrylic. Most of our raw materials are readily available from a variety of domestic and international sources.

Intellectual Property

We have several patents, trademarks, trade names, trade secrets and proprietary technologies and customer relationships that we believe, ~~in the aggregate,~~ constitute a valuable ~~asset. However~~assets, but we do not ~~believe~~regard ~~that~~ our business isas being materially dependent on any ~~individual~~single ~~patent,~~item ~~trademark~~ or ~~other~~category of intellectual property. ~~asset~~We take measures that we believe to be appropriate to protect our intellectual property to the extent such intellectual property can be protected.

SeasonalityActivity in the non-residential construction industry is impacted by the seasonal impact of weather and weather events in our operating locations, with activity in some markets reduced in winter due to inclement weather.

Working Capital Requirements

Trade and contract-related receivables and other contract assets are the largest components of our working capital. Inventory requirements, mainly related to raw materials, are most significant in our Architectural Framing Systems, ~~and~~ Architectural Glass, ~~segments~~and LSO Segments.

Compliance with Government Regulations

We are subject to various environmental and occupational safety and health laws and regulations in the ~~United~~U.S. ~~States~~ and in other countries in which we operate. These laws and regulations relate to, among other things, our use and storage of hazardous materials in our manufacturing operations and associated air emissions and discharges to surface and underground waters. We have several continuing programs designed to ensure compliance with foreign, federal, state and local environmental and occupational safety and health laws and regulations. We contract with outside vendors to collect and dispose of waste at our production facilities in compliance with applicable environmental laws. In addition, we have procedures in place that enable us to properly manage the regulated materials used in and wastes created by our manufacturing processes. We believe we are currently in material compliance with all such laws and regulations. While we will continue to incur costs for compliance with government regulations for our ongoing operations, we do not expect these to have a material effect upon our capital expenditures, earnings or competitive position. At one manufacturing facility in our Architectural Framing Systems segment, we are continuing to work to remediate historical environmental impacts. These remediation activities are nearing completion and are being conducted without significant disruption to our operations.

Sustainability Focus

As a leading provider of architectural products and services, we are committed to integrating sustainable business practices and environmental stewardship throughout our business. Our company-wide commitment to sustainable business practices is focused on delivering long-term profitable growth while carefully stewarding the resources entrusted to us, and delivering products and services that address our customers’ ~~increasing~~increased focus on energy efficiency and ~~reducing~~greenhouse ~~their~~gas ~~carbon footprint~~reductions.

Our architectural products and services are key enablers of green building and sustainable design. We have long been at the forefront of developing innovative products and services that conserve resources and help architects and building owners achieve their sustainability goals, such as attaining Leadership in Energy and Environmental Design (LEED) certifications. Our high-performance thermal framing systems, energy-efficient architectural glass, and other products are designed to help improve building energy efficiency, reduce greenhouse gas emissions, and increase security and comfort for building occupants. Our products are made primarily with glass and aluminum components, which are recyclable at the end of their useful lives. In addition, many of our framing products can be specified with recycled aluminum content.

Our commitment to sustainable business practices and environmental stewardship also extends to our own operations. Through our Apogee Management System we are continually focused on incorporating environmentally sustainable manufacturing processes, eliminating waste, and minimizing our resource consumption. To further our efforts, we are planning to calculate our Scope 1 and Scope 2 greenhouse gas emissions and are committed to disclosing our baseline greenhouse gas emissions data in

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~~fiscal~~Our ~~2024~~architectural products and services are key enablers of green building and sustainable design. In ~~addition~~We tohave ~~our~~long ~~company~~been at the forefront of developing innovative products and services that conserve resources and help architects and building owners achieve their sustainability goals, such as attaining Leadership in Energy and Environmental Design (LEED) certifications. Our high-~~wide~~performance ~~environmental~~thermal ~~policy~~framing systems, weenergy-efficient ~~have~~architectural ~~policies~~glass, atand ~~each~~other ~~facility~~products are designed to ~~ensure~~help ~~compliance~~improve ~~with~~building ~~all~~energy ~~applicable~~efficiency, ~~environmental~~reduce ~~laws~~greenhouse gas emissions, and ~~regulations~~increase security and comfort for building occupants. Our products are made primarily with glass and aluminum components, which are recyclable at the end of their useful lives. In addition, many of our framing products can be specified with recycled aluminum content.

WeOur commitment to sustainable business practices and environmental stewardship also ~~strive~~extends to ~~make~~our aown ~~difference~~operations, inincluding ~~the~~incorporating ~~communities~~environmentally ~~where~~sustainable wemanufacturing ~~operate~~processes, eliminating waste, and minimizing our resource consumption. ~~Apogee~~During ~~has~~fiscal a2024, ~~long~~we ~~legacy~~calculated ofand ~~giving~~publicly ~~back~~disclosed toour ~~the~~baseline ~~communities~~Scope ~~where~~1 weand doScope ~~business~~2 ~~through~~greenhouse ~~volunteerism,~~gas ~~donations~~emissions, ~~and~~along ~~financial~~with ~~support~~data on enterprise-wide energy consumption. We ~~work~~plan to ~~strengthen~~use ~~the~~this ~~communities~~data ~~where~~to weevaluate ~~operate~~new byopportunities ~~investing~~for inreducing our ~~business~~emissions and ~~creating~~energy ~~good jobs~~use.

Human Capital Resources

We had approximately 4,~~900~~400 employees on ~~February~~March 252, ~~2023~~2024, down from 54,~~500~~900 employees on February 2625, ~~2022~~2023, of which 7778% ~~percent~~ are male and 2322% ~~percent~~ are female. As of ~~February~~March 252, ~~2023~~2024, approximately ~~610~~367, or approximately ~~12 percent~~8%, of ~~these~~our employees ~~were~~are ~~represented~~covered by ~~U.S.~~collective ~~labor~~bargaining ~~unions~~agreements.

Based on the most recent information available from our latest filing with the U.S. Equal Employment Opportunity Commission, our U.S employees had the following race and ethnicity demographics:

Employee Demographic						Percent of Total
White						6466%
Hispanic / Latinx						1819%
Black / African American						118%
Asian						5%
Multiracial, Native American, Native Hawaiian, and Pacific Islander						2%

Competition for qualified employees in the markets and industries in which we operate is ~~intense~~significant, and ~~the~~our success ~~of our Company~~ depends on ~~our~~the ability to attract, select, develop and retain a productive and engaged workforce. Investing in our employees and their well-being, offering competitive compensation and benefits, promoting diversity and inclusion, and adopting positive human capital management practices are critical components of our corporate strategy. ~~Additional information related to our human capital management is available on our website at www.apog.com by clicking “Sustainability” and then “People”.~~

Health, Wellness and Safety

The safety of our employees is integral to our Company. Providing a safe and secure work environment is one of our highest priorities and we devote significant time and resources to workplace safety. Our safety programs are designed to comply with stringent regulatory requirements and to meet or exceed best practices in our industry. This commitment requires focus and dedication to fundamental aspects of our business to minimize the risk of accidents, injury, and exposure to health hazards.

WeIn ~~will~~fiscal ~~continue~~2024, towe ~~develop~~adopted an enterprise-wide health and safety program to build centralized oversight of workplace safety and to actively share best practices across our business. Our Apogee Safety Council meets regularly to review facility-level performance, maintain our policies, and provide short and long-term plans to achieve our ambition of achieving an incident rate of zero.

We utilize a safety culture assessment process along with safety compliance audits to monitor safety programs within our businesses and regularly share best practices. These annual assessments and audits provide suggestions for continuous improvement in safety programs and measure employee engagement. In addition, the programs encourage the development of a proactive, inter-dependent safety culture in which leadership and employees interact to ensure safety is viewed as everyone’s responsibility. Our leadership team and Board of Directors are briefed regularly on our health and safety performance metrics.

We offer comprehensive health and wellness programs for our employees. In addition to standard health programs, including medical insurance and preventive care, we have a variety of resources available to employees relating to physical and mental wellness. We also conduct employee engagement surveys at the site level annually to hear directly from our employees with respect to what we are doing well, in addition to areas where they may need additional support.

Diversity, Equity and Inclusion

Our diversity, equity and inclusion program promotes a workplace where each employee’s abilities are recognized, respected, and utilized to further the Company’s goals. Our aim is to create an environment where people feel included as a part of a team because of their diversity of outlooks, perspectives, and characteristics and have an equal opportunity to add value to our Company. We strive to create a culture of inclusion, reduce bias in our talent practices, and invest in and engage with our communities. We conduct diversity and code of conduct trainings with employees and managers annually to define our expectations on creating an inclusive and diverse workplace, where all individuals feel respected and part of a team regardless of their race, national origin, ethnicity, gender, age, religion, disability, sexual orientation or gender identity.

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Diversity, Equity and Inclusion

Our diversity, equity and inclusion program promotes a workplace where each employee’s abilities are recognized, respected, and utilized to further our goals. Our aim is to create an environment where people feel included as a part of a team because of their diversity of outlooks, perspectives, and characteristics, and have an equal opportunity to add value to our Company. We strive to create a culture of inclusion, reduce bias in our talent practices, and invest in and engage with our communities. We conduct diversity and Code of Business Ethics and Conduct trainings with employees and managers annually to define our expectations on creating an inclusive and diverse workplace, where all individuals feel respected and part of a team regardless of their race, national origin, ethnicity, gender, age, religion, disability, sexual orientation or gender identity.

Talent Management and Development

Our talent management program is focused on developing employees and leaders to meet ~~the~~our ~~Company's~~ evolving needs. Employees are able to track and manage their growth through a performance management system and managers actively engage with their employees to provide coaching and feedback, identify training and development opportunities to improve performance in the employee’s current role, and to position the employee for future growth. Training and development opportunities include new-hire training, job specific training, stretch assignments, and safety training. ~~The~~We ~~Company~~ also ~~offers~~offer leadership development opportunities, ~~such as our Apogee Leadership Program,~~ along with technical training for engineers, designers and sales staff. In addition, ~~the~~we ~~Company~~offer ~~offers~~ an education assistance program in which certain eligible employees receive tuition reimbursement to help defray the costs associated with their continuing education. Our executive leadership and Human Resources teams regularly conduct talent reviews and succession planning to assist with meeting critical talent and leadership needs.

International Sales

Information regarding export and international sales is included in Item 8, Financial Statements and Supplementary Data, within Note 15 of our Consolidated Financial Statements.

Available Information

WeOur ~~maintain~~internet aaddress ~~website~~is at www.apog.com. Through a link to a third-party content provider, our website provides free access to our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and, if applicable, amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the Exchange Act), as soon as reasonably practicable after electronic filing such material with, or furnishing it to, the Securities and Exchange Commission (SEC). These reports are also available on the SEC's website at www.sec.gov. Also available on our website are various corporate governance documents, including our Code of Business Ethics and Conduct, Corporate Governance Guidelines, and charters for the Audit, Compensation, and Nominating and Corporate Governance Committees of the Board of Directors.

INFORMATION ABOUT OUR EXECUTIVE OFFICERS

Name

Age

Positions with Apogee Enterprises and Past Experience

Ty R. Silberhorn

Chief Executive Officer of the Company since January 2021. Prior to joining the Company, Mr. Silberhorn worked for 3M, a diversified global manufacturer and technology company, most recently serving as Senior Vice President of 3M's Transformation, Technologies and Services from April 2019 through December 2020. Prior to this position and since 2001, he held several 3M global business unit leadership roles, serving as Vice President and General Manager for divisions within Safety & Industrial, Transportation & Electronics, and the Consumer business groups.

Curtis Dobler

Executive Vice President and Chief Human Resources Officer since April 2019. Prior to joining the Company, Mr. Dobler served as Executive Vice President and Chief Human Resources Officer at Associated Materials, Inc., a manufacturer and distributor of exterior residential building products, from 2015 through 2019.

Meghan M. Elliott

Vice President, General Counsel and Secretary of the Company since June 2020. Prior to this role, Ms. Elliott served as Assistant General Counsel for the Company since 2014.

Mark R. Augdahl

Interim Chief Financial Officer of the Company since August 2022, Vice President of Finance of the Architectural Glass segment since 2017, and an employee of the Company since 2000.

Gary R. Johnson

Senior Vice President of the Company since 2018, Treasurer and Vice President since 2001 and an employee of the Company since 1995.

Brent C. Jewell

President of Architectural Framing Systems segment since August 2019. Prior to this role, Mr. Jewell served as Senior Vice President, Business Development and Strategy for the Company from May 2018 to August 2019 and in Senior leadership positions at Valspar, a developer, manufacturer and distributor of paints and coatings, from 2010 to 2017.

Troy R. Johnson

President of Apogee’s Architectural Services segment since March 2020. Prior to this role, Mr. Johnson served in several leadership roles in the Architectural Services segment since 2011.

Nick C. Longman

President of the Architectural Glass segment since June 2021. Prior to joining the Company, Mr. Longman served as Chief Executive Officer and Chief Operating Officer for Harvey Building Products, a manufacturer of windows, doors and accessory products, from March 2018 to November 2020 and in various functional and business leadership roles at Colfax Fluid Handling, a diversified technology company, from 2012 to 2018.

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INFORMATION ABOUT OUR EXECUTIVE OFFICERS

Name

Age

Positions with Apogee Enterprises and Past Experience

Ty R. Silberhorn

Matt Osberg

Executive Vice President and Chief Financial Officer of the Company since April 2023. Prior to joining the Company, Mr. Osberg served as Chief Financial Officer at Helen of Troy Limited, a global consumer products company. Previously, Mr. Osberg worked in finance roles at Best Buy Co., Inc. and Ernst & Young LLP.

Curtis Dobler

Meghan M. Elliott

Vice President, General Counsel and Secretary of the Company since June 2020. Prior to this role, Ms. Elliott served as Assistant General Counsel for the Company since 2014. Prior to joining the Company, Ms. Elliott was a partner with Lindquist & Vennum, PLLP (n/k/a Ballard Spahr LLP).

Brent C. Jewell

President of Apogee's Architectural Glass Segment since October 2023. Prior to this role, Mr. Jewell served as President of Apogee's Architectural Framing Systems segment from August 2019 to October 2023, and as Senior Vice President, Business Development and Strategy for the Company from May 2018 to August 2019. Prior to joining the Company, Mr. Jewell served in multiple Senior leadership positions at Valspar, a developer, manufacturer and distributor of paints and coatings, from 2010 to 2017.

Troy R. Johnson

President of Apogee’s Architectural Services Segment since March 2020. Prior to this role, Mr. Johnson served in several leadership roles in the Architectural Services segment since 2011.

Nick C. Longman

President of Apogee's Architectural Framing Systems Segment since October 2023. Prior to this role, Mr. Longman served as President of Apogee's Architectural Glass segment from June 2021 to October 2023. Prior to joining the Company, Mr. Longman served as Chief Executive Officer and Chief Operating Officer for Harvey Building Products, a manufacturer of windows, doors and accessory products, from March 2018 to November 2020 and in various functional and business leadership roles at Colfax Fluid Handling, a diversified technology company, from 2012 to 2018.

Jane Boyce

President of Apogee’s Large-Scale Optical Segment since February 2006. Prior to joining Apogee, Ms. Boyce held general management and marketing leadership roles in consumer packaged goods companies including North American General Manager and Vice President of Marketing for Equal Sweetener (Merisant) and marketing roles with United Signature Foods, Quaker Oats and Kraft Foods.

ITEM 1A. RISK FACTORS

Our business faces many risks. Any of the risks discussed below, or elsewhere in this Form 10-K or our other filings with the Securities and Exchange Commission, could have a material adverse impact on our business, financial condition or ~~results~~operating ~~of operations~~results.

Market and Industry Risks

North American and global economic and industry-related business conditions materially adversely affect our sales and results of operations

Our Architectural Framing Systems, Architectural ~~Services~~Glass, and Architectural ~~Glass~~Services ~~segments~~Segments are influenced by North American economic conditions and the cyclical nature of the North American ~~commercial~~non-residential construction industry. The ~~commercial~~non-residential construction industry is impacted by macroeconomic trends, such as availability of credit, employment levels, consumer confidence, interest rates and commodity prices. In addition, changes in architectural design trends, demographic trends, and/or remote work trends could impact demand for our products and services. To the extent changes in these factors negatively impact the overall ~~commercial~~non-residential construction industry, our ~~revenue~~business, operating results and ~~profits~~financial condition could be significantly ~~reduced~~adversely impacted.

Our LSO ~~segment~~Segment primarily depends on the strength of the U.S. retail custom picture framing industry. This industry is ~~dependent~~heavily oninfluenced by consumer confidence and the conditions of the U.S. economy. A decline in consumer confidence, whether as a result of an economic slowdown, uncertainty regarding the future or other factors, could ~~result~~materially inand aadversely ~~decrease~~reflect inthe ~~net sales and~~ operating ~~income~~results of ~~this~~the segment.

Global instability and uncertainty arising from events outside of our control, such as significant natural disasters, political crises, public health crises and pandemics, and/or other catastrophic events could materially affect our results of operations11

~~Natural~~Table ~~disasters, political crises, public health crises, and other catastrophic events or other events outside~~ of our control, may negatively impact our facilities or the facilities of third parties on which we depend, have broader adverse impacts on the commercial construction market, consumer confidence and spending, and/or impact both the well-being of our employees and our ability to operate our facilities. These types of disruptions or other events outside of our control could affect our business negatively, cause delays or cancellation of commercial construction projects or cause us to temporarily close our facilities, harming our operating results. In addition, if any of our facilities, including our manufacturing, finishing or distribution facilities, or the facilities of our suppliers, third-party service providers, or customers, is affected by natural disasters, political crises, public health crises, or other catastrophic events or events outside of our control, our business and operating results could suffer. Contents

Global instability and uncertainty arising from events outside of our control, such as significant natural disasters, political crises, public health crises, and/or other catastrophic events could materially adversely affect our results of operations

Natural disasters, political crises, public health crises, and other catastrophic events or other events outside of our control, may negatively impact our facilities or the facilities of third parties on which we depend, have broader adverse impacts on the non-residential construction market, consumer confidence and spending, and/or impact both the well-being of our employees and our ability to operate our facilities. These types of disruptions or other events outside of our control could affect our business negatively, cause delays or cancellation of non-residential construction projects or cause us to temporarily close our facilities, harming our operating results. In addition, if any of our facilities, including our manufacturing, finishing or distribution facilities, or the facilities of our suppliers, third-party service providers, or customers, is affected by natural disasters, political crises, public health crises, or other catastrophic events or events outside of our control, our business and operating results could be materially impacted.

New competitors or specific actions of our existing competitors could materially harm our business

We operate in competitive industries in which the actions of our existing competitors or new competitors could result in loss of customers and/or market share. Changes in our competitors' products, prices or services could negatively impact our share of demand, ~~net~~and ~~sales~~our oroperating ~~margins~~results.

IfOur ~~foreign~~LSO ~~imports~~Segment ~~occur~~competes atwith ~~increased~~several ~~levels~~specialty ~~for~~glass ~~extended~~manufacturers ~~periods~~and ofacrylic ~~time~~suppliers. If these competitors are able to successfully improve their product attributes, ~~our~~service ~~net~~capabilities and production capacity and/or improve their sales and ~~margins~~marketing infocus ~~those~~within ~~segments~~the markets we serve, this segment's operating results could be negatively impacted.

Our ~~LSO~~customer ~~segment~~concentration competes with several international specialty glass manufacturers and international and domestic acrylic suppliers. If these competitors are able to successfully improve their product attributes, service capabilities and production capacity and/or increase their sales and marketing focus in the ~~U.S.~~LSO ~~custom~~Segment ~~picture~~creates ~~framing~~a ~~market,~~significant ~~this~~risk ~~segment's~~for ~~net~~product ~~sales~~sale ~~and margins could be negatively impacted.~~ declines

~~Our~~The ~~customer~~LSO ~~dependence~~Segment is highly dependent on a relatively small number of customers for its sales, while working to grow in ~~the~~new ~~LSO~~markets ~~segment~~and ~~creates~~with new customers. Accordingly, loss of a significant ~~risk~~customer, a significant reduction in pricing, or a shift to a less favorable mix of ~~reduced~~value-added ~~demand~~picture ~~for~~framing ~~our~~glass or acrylic products for one or more of those customers could materially reduce the segment's operating results.

The LSO segment is highly dependent on a relatively small number of customers for its sales, while working to grow in new markets and with new customers. Accordingly, loss of a significant customer, a significant reduction in pricing, or a shift to a less favorable mix of value-added picture framing glass or acrylic products for one or more of those customers could materially reduce LSO net sales and operating results.

Strategic Risks

We could be unable to effectively manage and implement our enterprise strategy, which could have a material adverse effect on our business, financial condition, and results of operations.

Our strategy includes differentiating our product and service offerings, shifting our business mix toward higher operating ~~margins~~margin products and services and higher return on invested capital performance, and moving away from our historical, decentralized operating model. Execution of this strategy will require additional investments of time and resources and could fail to achieve the desired results. For example, we may be unable to increase our sales and earnings by differentiating our product and service offerings in a cost-effective manner. We may fail to accurately predict future customer needs and preferences, and thus focus on the wrong business mix. Our centralized operating system may not produce the desired operating efficiencies.

11Risks related to acquisitions, divestitures and restructuring programs could adversely affect our operating results

We continue to look for strategic business opportunities to drive long-term growth and operating efficiencies, which may include acquisitions, divestitures and/or restructuring plans. We frequently evaluate our brand and product portfolios and may consider acquisitions that complement our business or divestitures of businesses that we no longer believe to be an appropriate strategic fit. We have initiated, and may initiate in the future, restructuring plans to achieve strategic objectives and improve financial results.

As we consider and execute future acquisitions, we may incur risks in integrating operations, technologies, products, and employees; we may fail to realize expected revenue growth and cost synergies from integration initiatives; we would likely increase debt levels to finance the acquisition; we may not fully anticipate changes in cash flows or other market-based assumptions or conditions that cause the value of acquired assets to fall below book value, requiring impairment of intangible assets including goodwill; we may subsequently identify contingent liabilities; and we may be entering markets in which we have no or limited experience.

As we consider and execute future divestitures, we may be exposed to risks associated to our ability to find appropriate buyers; difficulties in executing transactions on favorable terms; separating divested business operations with minimal impact to our remaining operations; incur write-offs and impairment charges; and we may have challenges effectively managing any transition service arrangements.

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~~Risks~~As ~~related~~we consider and execute restructuring plans, we may be exposed to ~~acquisitions~~risks ~~and~~associated ~~integration~~with ~~activities~~successfully ~~could~~completing ~~adversely~~the ~~affect~~initiative in a timely manner, or at all; advancing our ~~operating~~business ~~results~~strategy as expected; accurately predicting costs; realizing anticipated cost savings, efficiencies, synergies, financial targets and other benefits; and we may experience the loss of key employees and/or reduced employee morale and productivity.

WeAny ~~may~~acquisition, ~~complete~~divestiture ~~acquisitions~~or inrestructuring ~~the~~plan, ~~future~~if asnot ~~part~~favorably ofexecuted ~~the~~by ~~execution~~management, ofcould ~~our~~have ~~strategic~~a ~~roadmap,~~material ~~including~~adverse ~~new~~effect ~~geographies,~~on ~~adjacent~~our ~~market~~operating ~~sectors~~results and/or ~~new~~financial ~~product introductions~~condition. ~~There are risks inherent in completing acquisitions, including:~~

•diversion of management’s attention from existing business activities;

•difficulties or delays in integrating and assimilating information and financial systems, operations and products of an acquired business or other business venture or in realizing projected efficiencies, growth prospects, cost savings and synergies;

•potential loss of key employees, customers and suppliers of the acquired businesses or adverse effects on relationships with existing customers and suppliers;

•adverse impact on overall profitability if the acquired business does not achieve the return on investment projected at the time of acquisition; and

•with respect to the acquired assets and liabilities, inaccurate assessment of additional post-acquisition capital investments; undisclosed, contingent or other liabilities; problems executing backlog of material supply or installation projects; unanticipated costs; and an inability to recover or manage such liabilities and costs.

If one or more of these risks were to arise in a material manner, our operating results could be negatively impacted.

Operational Risks

If we are not able effectively to utilize and manage our manufacturing capacity, our results of operations will be negatively affected

Near-term performance depends, to a significant degree, on our ability to provide sufficient available capacity and appropriately utilize existing production capacity. The failure to successfully maintain existing capacity, or manage unanticipated interruptions in production, successfully implement planned capacity expansions, and/or make timely investments in additional physical capacity and supporting technology systems could adversely affect our operating results.

Loss of key personnel and inability to source sufficient labor could adversely affect our operating results

~~Our~~The ~~success~~loss ~~depends~~of onour ~~the~~CEO ~~skills~~or any of our ~~leadership,~~key ~~construction~~senior ~~project~~executives ~~managers~~could ~~and~~have ~~other~~a ~~key~~material ~~technical~~adverse ~~personnel,~~effect ~~and~~on our ~~ability~~business, tooperating ~~secure~~results ~~sufficient~~and ~~manufacturing~~financial ~~and~~condition, ~~installation~~particularly ~~labor. In~~if ~~recent~~we ~~years,~~are ~~strong~~unable ~~residential~~to hire and ~~commercial~~integrate ~~construction~~suitable ~~and~~replacements ~~low~~on Ua timely basis.S. ~~unemployment~~Further, ~~have~~as ~~caused~~we ~~increased~~continue ~~competition~~to ~~for~~grow ~~experienced~~our ~~construction~~business, ~~project~~we ~~managers~~will ~~and~~continue ~~other~~to ~~labor~~adjust our senior management team. If we are unable to ~~retain~~attract ~~existing~~or ~~employees,~~retain ~~provide~~the aright ~~safe~~individuals ~~and~~for ~~healthy~~the ~~working environment~~team, ~~and/or~~it ~~recruit~~could ~~and~~hinder ~~train~~our ~~additional~~ability ~~employees~~to ~~with~~efficiently ~~the~~execute ~~requisite~~our ~~skills~~business, and ~~experience,~~could disrupt our ~~operating~~operations ~~results~~or ~~could~~otherwise behave ~~adversely~~a ~~impacted~~material adverse effect on our business.

Additionally, our success depends on the skills of construction project managers and other key technical personnel, and our ability to secure sufficient manufacturing and installation labor. In recent years, strong residential and non-residential construction and low U.S. unemployment have caused increased competition for experienced construction project managers and other labor. If we are unable to retain existing employees, provide a safe and healthy working environment, and/or recruit and train additional employees with the requisite skills and experience, our operating results could be adversely impacted.

Continuing inflation may negatively impact our profitability.

Rising inflation, interest rates, and construction costs, or any one of them, could reduce the demand for our products and services and impact our profitability. Higher interest rates make it more expensive for our customers to finance construction projects, and as a result, may reduce the number of projects available to us and the demand for our products and services, and also increase the interest expenses associated with our borrowings. Cost inflation, including significant cost increases for freight, aluminum, glass, paint and other materials used in our operations, has impacted, and could continue to impact, our profitability. Furthermore, in some of our segments, we operate on contracts wherein we bear part or all of the risk of inflation on materials costs and the cost of installation services. Our ability to mitigate these costs, or recover the cost increases through price increases, may lag the cost increases, which could negatively impact our margins.

If we are unable to manage our supply and distribution chains effectively our results of operations will be negatively affected

Our Architectural Framing Systems and Architectural Services ~~segments~~Segments use aluminum as a significant input to their products and our operating results in those two segments could be negatively impacted by supply chain disruptions and adverse price movements in the market for raw aluminum. In recent years, we have seen increased volatility in the price of aluminum that we purchase from both domestic and international sources. Due to our Architectural Framing Systems ~~segment~~ and Architectural Services ~~segment~~Segments presence in Canada, we have significant cross-border activity, as our Canadian businesses purchase inputs from U.S.-based suppliers and sell to U.S.-based customers. A significant change in U.S. trade policy with Canada could, therefore, have an adverse impact on our ~~net sales and~~ operating results.

Our Architectural Glass and LSO ~~segments~~Segments use raw glass as a significant input to their products. We periodically experience a tighter supply of raw glass when there is growth in automotive manufacturing and residential and non-residential construction. Failure to acquire a sufficient amount of raw glass on terms as favorable as current terms, including as a result of a significant unplanned downtime or shift in strategy at one or more of our key suppliers, could negatively impact our operating results.

Our suppliers are subject to the fluctuations in general economic cycles. Global economic conditions and trade policies may impact their ability to operate their businesses. They may also be impacted by the increasing costs or availability of raw materials, labor and distribution, resulting in demands for less attractive contract terms or an inability for them to meet our requirements or conduct their own businesses. The performance and financial condition of one or more suppliers may cause us to alter our business terms or to cease doing business with a particular supplier or suppliers, or change our sourcing practices generally, which could in turn adversely affect our business and financial condition.

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terms or to cease doing business with a particular supplier or suppliers, or change our sourcing practices generally, which could in turn adversely affect our business and financial condition.

If we encounter problems with distribution, our ability to deliver our products to market could be adversely affected. Our operations are vulnerable to interruptions in the event of work stoppages, whether due to public health concerns, labor disputes or shortages, and natural disasters that may affect our distribution and transportation to job sites. Moreover, our distribution system includes computer-controlled and automated equipment, which may be subject to a number of risks related to data and system security or computer viruses, the proper operation of software and hardware, power interruptions or other system failures. If we encounter problems with our distribution systems, our ability to meet customer and consumer expectations, manage inventory, manage transportation-related costs, complete sales and achieve operating efficiencies could be adversely affected.

Product quality issues and product liability claims could adversely affect our operating results

We manufacture and/or install a significant portion of our products based on the specific requirements of each customer. We believe that future orders of our products or services will depend on our ability to maintain the performance, reliability, quality and timely delivery standards required by our customers. We have in the past and are currently subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products, and there is no certainty we will prevail on these claims. If our products have performance, reliability or quality problems, or products are installed using incompatible glazing materials or installed improperly (by us or a customer), we may experience additional warranty and other expenses; reduced or canceled orders; higher manufacturing or installation costs; or delays in the collection of accounts receivable. Additionally, product liability and warranty claims, including relating to the performance, reliability or quality of our products and services, could result in costly and time-consuming litigation that could require significant time and attention of management and involve significant monetary damages that could negatively impact our operating results. There is also no assurance that the number and value of product liability and warranty claims will not increase as compared to historical claim rates, or that our warranty reserve at any particular time is sufficient. No assurance can be given that coverage under insurance policies, if applicable, will be adequate to cover future product liability claims against us. If we are unable to recover on insurance claims, in whole or in part, or if we exhaust our available insurance coverage at some point in the future, then we might be forced to expend legal fees and settlement or judgment costs, which could negatively impact our profitability, results of operations, cash flows and financial condition.

Project management and installation issues could adversely affect our operating results

Some of our segments are awarded fixed-price contracts that include material supply and installation services. Often, bids are required before all aspects of a construction project are known. An underestimate in the amount of labor required and/or cost of materials for a project; a change in the timing of the delivery of product; system design errors; difficulties or errors in execution; or significant project delays, caused by us or other trades, could result in failure to achieve the expected results. Any one or more of such issues could result in losses on individual contracts that could negatively impact our operating results.

Difficulties in maintaining our information technology systems, and potential cybersecurity threats, could negatively affect our operating results and/or our reputation

Our operations are dependent upon various information technology systems that are used to process, transmit and store electronic information and data, and to manage or support our manufacturing operations and a variety of other business processes and activities, some of which are managed by third- parties. We could encounter difficulties in maintaining our existing systems, developing and implementing new systems, or inintegrating ~~our efforts to standardize enterprise resource planning and~~ information technology systems across our business units. Such difficulties could lead to disruption in business operations and/or significant additional expenses that could adversely affect our results.

Additionally, our information technology and Internet based systems, and those of our third-party service providers, are subject to disruption and data loss due to natural disasters, power losses, unauthorized access, telecommunication failures and cyber-attacks of increasing frequency and sophistication. These systems have in the past been, and may in the future be, subject to cyber-attacks and other attempts to gain unauthorized access, breach, damage, disrupt or otherwise compromise such systems, none of which have been material to us in the last three ~~years~~fiscal ~~to date~~years. ~~These~~The ~~cyber~~occurrence ~~threats~~of ~~pose~~any aof ~~risk~~these toevents ~~the~~could ~~security~~adversely ofaffect our ~~systems~~reputation and ~~networks, and the confidentiality, availability and integrity of our data. Should such an attack succeed, it~~ could ~~lead~~result toin the compromise of confidential information, litigation, manipulation and ~~destruction~~loss of data and ~~product~~intellectual ~~specifications~~property, regulatory action, production downtimes, disruption in ~~the~~ availability of financial data, or misrepresentation of information via digital media~~. The occurrence of any of these events could adversely affect our reputation and could result in litigation~~, ~~loss of data~~ and ~~intellectual property, regulatory action, project delay claims, and~~ increased costs and operational consequences of implementing further data protection systems.

Our security measures may also be breached in the future as a result of employee error, failure to implement appropriate processes and procedures, advances in computer and software capabilities and encryption technology, new tools and discoveries, malfeasance, third-party action, including cyber-attacks or other international misconduct by computer hackers or otherwise. Additionally, we may have heightened cybersecurity, information security and operational risks as a result of work-from-home arrangements. Our workforce operates with a combination of remote work and flexible work schedules opening us up for cybersecurity threats and potential breaches as a result of increased employee usage of networks other than company-managed. This could result in one or more third-parties obtaining unauthorized access to our customer or supplier data or our internal data, including personally identifiable information, intellectual property and other confidential business information. Third-parties may also attempt to fraudulently induce employees into disclosing sensitive information such as user names, passwords or other information in order to gain access to customer or supplier data or our internal data, including intellectual property, financial, and other confidential business information.

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We believe our mitigation measures reduce, but cannot eliminate, the risk of a cyber incident; however, there can be no assurance that our existing and planned precautions of backup systems, regular data backups, security protocols and other procedures will be adequate to prevent significant damage, system failure or data loss and the same is true for our partners, vendors and other third parties on which we rely. Because techniques used to obtain unauthorized access or sabotage systems change frequently and generally are not identified until they are launched against a target, we may be unable to anticipate these techniques or to implement adequate preventative or mitigation measures. Though it is difficult to determine what harm may directly result from any specific interruption or breach, any failure to maintain performance, reliability, security and availability of our network infrastructure or otherwise maintain the confidentiality, security, and integrity of data that we store or otherwise maintain on behalf of third-parties may harm our reputation and our employee, and customer relationships. If such unauthorized disclosure or access does occur, we may be required to notify our customers, employees or those persons whose information was improperly used, disclosed or accessed. We may also be subject to claims of breach of contract for such use or disclosure, investigation and penalties by regulatory authorities and potential claims by persons whose information was improperly used or disclosed. We could also become the subject of regulatory action or litigation from our customers, employees, suppliers, service providers, and shareholders, which could damage our reputation, require significant expenditures of capital and other resources, and cause us to lose business. Additionally, an unauthorized disclosure or use of information could cause interruptions in our operations and might require us to spend significant management time and other resources investigating the event and dealing with local and federal law enforcement. Regardless of the merits and ultimate outcome of these matters, we may be required to devote time and expense to their resolution.

In addition, the increase in the number and the scope of data security incidents has increased regulatory and industry focus on security requirements and heightened data security industry practices. New regulation, evolving industry standards, and the interpretation of both, may cause us to incur additional expense in complying with any new data security requirements. As a result, the failure to maintain the integrity of and protect customer or supplier data or our confidential internal data could have a material adverse effect on our business, operating results and financial condition.

Legal, Regulatory and Tax Risks

Violations of legal and regulatory compliance requirements, including environmental laws, and changes in existing legal and regulatory requirements, may have a negative impact on our business and results of operations.

We are subject to a legal and regulatory framework imposed under federal and state laws and regulatory agencies, including laws and regulations that apply specifically to U.S. public companies and laws and regulations applicable to our manufacturing and construction site operations. Our efforts to comply with evolving laws, regulations, and reporting standards, including climate-related regulations, may increase our general and administrative expenses, divert management time and attention, or limit our operational flexibility, all of which could have a material adverse effect on our business, financial position, and results of operations. Additionally, new laws, rules, and regulations, or changes to existing laws or their interpretations, could create added legal and compliance costs and uncertainty for us.

13We use hazardous materials in our manufacturing operations, and have air and water emissions that require controls. Accordingly, we are also subject to federal, state, local and foreign environmental laws and regulations, including those governing the storage and use of hazardous materials and disposal of wastes. A violation of such laws and regulations, or a release of such substances, may expose us to various claims, including claims by third parties, as well as remediation costs and fines.

Product quality issues and product liability claims could adversely affect our operating results

We manufacture and/or install a significant portion of our products based on the specific requirements of each customer. We believe that future orders of our products or services will depend on our ability to maintain the performance, reliability, quality and timely delivery standards required by our customers. We have in the past, and are currently, subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products, and there is no certainty we will prevail on these claims. If our products have performance, reliability or quality problems, or products are installed using incompatible glazing materials or installed improperly (by us or a customer), we may experience additional warranty and other expenses; reduced or canceled orders; higher manufacturing or installation costs; or delays in the collection of accounts receivable. Additionally, product liability and warranty claims, including relating to the performance, reliability or quality of our products and services, could result in costly and time-consuming litigation that could require significant time and attention of management and involve significant monetary damages that could negatively impact our operating results. There is also no assurance that the number and value of product liability and warranty claims will not increase as compared to historical claim rates, or that our warranty reserve at any particular time is sufficient. No assurance can be given that coverage under insurance policies, if applicable, will be adequate to cover future product liability claims against us. If we are unable to recover on insurance claims, in whole or in part, or if we exhaust our available insurance coverage at some point in the future, then we might be forced to expend our own funds on legal fees and settlement or judgment costs, which could negatively impact our profitability, results of operations, cash flows and financial condition.

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~~laws~~Potential ~~and~~future ~~regulations~~tariffs that apply specifically to U.S. public companies and laws and regulations applicable to our manufacturing and construction site operations. Our efforts to comply with evolving laws, regulations, and reporting standards, including climate-related regulations, may ~~increase~~result ~~our~~in ~~general~~increased ~~and~~costs ~~administrative expenses, divert management time~~ and ~~attention, or limit our operational flexibility, all of which~~ could ~~have~~adversely aaffect ~~material~~the ~~adverse~~Company’s ~~effect~~operating ~~on our business, financial position, and~~ results ~~of operations. Additionally, new laws, rules, and regulations, or changes to existing laws or their interpretations, could create added legal and compliance costs and uncertainty for us.~~

We ~~use~~utilize ~~hazardous~~certain ~~materials~~aluminum products in our manufacturing ~~operations,~~processes. Tariffs ~~and~~imposed ~~have~~in ~~air~~the ~~and~~U.S. ~~water~~or ~~emissions~~other ~~that~~countries ~~require~~on ~~controls.~~these ~~Accordingly,~~aluminum weproducts ~~are~~imported ~~also~~into ~~subject~~the toU.S. ~~federal,~~could ~~state~~result ~~and~~in ~~local~~increased ~~environmental~~costs ~~laws~~ and ~~regulations,~~a ~~including~~decreased ~~those~~available ~~governing~~supply. We ~~the~~may ~~storage~~be ~~and~~unable ~~use~~to ofpass ~~hazardous~~price ~~materials~~increases ~~and~~on ~~disposal~~to ofour ~~wastes.~~customers Aand ~~violation~~may ofbe ~~such~~unable ~~laws~~to ~~and~~secure ~~regulations,~~adequate oralternative asources. ~~release~~The ~~of such substances~~tariffs, ~~may~~and ~~expose~~our usinability to ~~various~~offset ~~claims,~~them ~~including~~with ~~claims~~higher bypricing, ~~third~~could ~~parties,~~have asa ~~well~~material asadverse ~~remediation~~effect ~~costs~~on ~~and~~our ~~fines~~operating results.

Our judgments regarding the accounting for tax positions and the resolution of tax disputes, as well as any changes in tax legislation may impact our net earnings and cash flow

Significant judgment is required to determine our effective tax rate and evaluate our tax positions. We provide for uncertain tax positions when such tax positions do not meet the recognition thresholds or measurement criteria prescribed by applicable accounting standards. Fluctuations in federal, state, local and foreign taxes or a change to uncertain tax positions, including related interest and penalties, may impact our effective tax rate and financial results. Additionally, we are subject to audits in the various taxing jurisdictions in which we conduct business. In cases where audits are conducted and issues are raised, a number of years may elapse before such issues are finally resolved. Unfavorable resolution of any tax matter could increase the effective tax rate, which could have an adverse effect on our operating results and cash flow. The impact of future tax legislation in the U.S. or abroad is always uncertain. Changes in such laws could adversely impact our effective income tax rate.

Financial Risks

WeResults ~~are~~can ~~self-insured~~differ ~~for~~significantly ~~certain~~from ~~costs associated with~~ our ~~operations~~expectations and anthe ~~increase~~expectations inof ~~our~~analysts, ~~insurance~~which ~~claims~~could ~~and~~have ~~expenses~~an ~~may~~adverse ~~have~~effect aon ~~material~~the ~~negative~~market ~~impact~~price onof our ~~operating~~common ~~results~~stock

WeFrom ~~obtain~~time ~~third-party~~to ~~insurance~~time, towe may provide ~~coverage~~financial ~~for~~projections ~~potential~~to ~~risk~~our inshareholders, ~~areas~~lenders, ~~such~~investment ascommunity, ~~employment~~and ~~practices,~~other ~~workers'~~stakeholders. ~~compensation,~~Our ~~directors~~projections ~~and~~are ~~officers,~~based ~~automobile,~~on ~~engineer'~~management’s ~~errors~~best ~~and~~estimate ~~omissions,~~utilizing ~~product~~prevailing ~~rework~~business and ~~general~~economic ~~liability,~~conditions as well as ~~medical~~other ~~insurance~~relevant ~~and~~information ~~various~~available ~~other~~at ~~coverages~~the time. ~~However,~~These weprojections ~~retain~~are ahighly ~~high~~subjective ~~amount~~and ofare ~~risk~~based onupon a ~~self-insured~~variety ~~basis~~of ~~through~~factors ~~our~~that ~~wholly-owned~~could ~~insurance~~change ~~subsidiary,~~materially inover ~~particular~~time. ~~for~~As ~~product~~a ~~liability~~result, ~~medical~~our ~~and~~future ~~workers’~~actual ~~compensation~~results ~~claims.~~could ~~Therefore,~~vary amaterially ~~significant~~from ~~increase~~our inprojections ~~the~~which ~~number or size of these claims~~ could have aan ~~material~~ adverse ~~effect~~impact on the market price of our ~~operating~~common ~~results~~stock.

~~Foreign~~We ~~currency~~may ~~effects~~experience further impairment of our goodwill, indefinite- and definite-lived intangible assets and long-lived assets, in the future, which could ~~negatively~~adversely ~~affect~~impact our ~~sales~~financial condition and ~~operating~~results ~~income~~of operations

~~When~~Our ~~the~~assets ~~U.S.~~include ~~dollar~~a ~~strengthens~~significant ~~against~~amount ~~foreign~~of ~~currencies~~goodwill, ~~imports~~indefinite- ofand ~~products~~definite-lived ~~into~~intangible ~~the~~assets ~~U.S.~~and ~~produced~~long-lived byassets. ~~international~~We ~~competitors~~evaluate ~~become~~goodwill ~~more price competitive~~ and ~~exports of our U.S.~~indefinite-~~fabricated~~lived ~~products~~intangible ~~become~~assets ~~less~~for ~~price~~impairment ~~competitive.~~annually Ifin weour ~~are~~fiscal ~~not~~fourth ~~able~~quarter, toor ~~counteract~~more ~~these~~frequently ~~types~~if ofevents ~~price~~or ~~pressures~~changes ~~through~~in ~~superior~~circumstances ~~quality,~~indicate ~~service~~that ~~and~~the ~~prudent~~carrying ~~hedging~~value ~~programs,~~of ~~our~~a ~~net~~reporting ~~sales~~unit ~~and~~may ~~operating~~not ~~income could~~ be ~~negatively impacted~~recoverable. ~~Additionally,~~We ~~our~~evaluate ~~international~~definite-lived ~~subsidiaries~~intangible ~~report~~assets ~~their results of operations~~ and ~~financial~~long-lived ~~position~~assets infor ~~their~~impairment ~~relevant~~if ~~functional~~events ~~currencies~~or ~~(local~~changes ~~country~~in ~~currency),~~circumstances ~~which~~indicate ~~are~~that ~~then~~the ~~translated~~carrying ~~into~~value ~~U.S.~~of ~~dollars. As~~ the ~~relationship~~long-lived ~~between~~asset ~~these~~may ~~currencies~~not ~~and~~be ~~the U~~recoverable.S. ~~dollar~~The ~~changes,~~assessment ~~there~~of ~~could~~impairment beinvolves asignificant ~~negative~~judgment ~~impact~~and onprojections ~~our~~about ~~reported~~future ~~results and financial position~~performance.

~~Results~~Based ~~can~~on ~~differ~~our ~~significantly~~annual ~~from~~impairment ~~our~~valuation ~~expectations~~analysis ~~and~~performed in the ~~expectations~~fourth quarter of ~~analysts~~fiscal 2024, ~~which~~there ~~could~~was ~~have~~no animpairment ~~adverse~~of ~~affect~~goodwill onor indefinite and definite-lived intangibles identified. As a result of a publicly announced restructuring plan in the ~~market~~fourth ~~price~~quarter of ~~our~~fiscal ~~common~~2024, ~~stock~~we incurred $6.2 million of impairment charges related to property, plant and equipment and operating lease right-of-use assets.

~~Our~~The ~~sales~~discounted ~~and~~cash ~~earnings~~flow ~~guidance~~projections and ~~resulting~~revenue ~~external~~projections ~~analyst~~used ~~estimates~~in ~~are~~our ~~largely~~annual ~~based~~impairment onvaluation ~~our~~analysis ~~view~~are ofdependent ~~our~~upon ~~business~~achieving ~~and~~forecasted ~~the~~levels ~~broader~~of ~~commercial~~revenue ~~construction~~and ~~market~~profitability. ~~Further,~~If ~~there~~revenue ~~may~~or beprofitability ~~additional~~were ~~risk in our ability~~ to ~~accurately~~fall ~~forecast~~below ~~our~~forecasted ~~operational~~levels, ~~and~~or ~~financial~~if ~~performance~~market ~~and~~conditions ~~provide~~were ~~earnings~~to ~~guidance~~decline asin a ~~result~~material ofor ~~evolving~~sustained ~~conditions~~manner, ~~resulting~~impairment ~~from~~could ~~public~~be ~~health~~indicated ~~crises, economic downturns,~~ and ~~continued~~we ~~inflationary~~could ~~cost~~incur ~~increases.~~a ~~Failure~~non-cash toimpairment ~~meet~~expense ~~our~~that ~~guidance~~would ornegatively ~~analyst~~impact ~~expectations~~our ~~for~~financial ~~net~~condition ~~sales~~ and ~~earnings~~results ~~could have an adverse impact on the market price~~ of ~~our common stock~~operations.

WeFailure ~~may~~to ~~experience~~maintain ~~further~~effective ~~impairment~~internal ofcontrols over financial reporting could adversely impact our ~~goodwill,~~ability ~~indefinite-~~to timely and ~~finite-lived~~accurately ~~intangible~~report ~~assets~~financial results and ~~long-lived~~comply ~~assets,~~with inour ~~the~~reporting ~~future~~obligations, which could ~~adversely~~materially ~~impact~~affect our ~~financial condition and results of operations~~business

~~Our~~Regardless ~~assets~~of ~~include~~how ainternal ~~significant~~financial ~~amount~~reporting ofcontrol ~~goodwill~~systems are designed, ~~indefinite-~~implemented, and ~~finite-lived~~enforced, ~~intangible~~they ~~assets~~cannot ~~and~~ensure ~~long-lived~~with ~~assets~~absolute certainty that our internal control objectives will be met in every instance. WeBecause ~~evaluate~~of ~~goodwill~~the ~~and~~inherent ~~indefinite-lived~~limitations ~~intangible~~of ~~assets~~all ~~for~~such ~~impairment~~systems, ~~annually~~our ininternal controls over financial reporting may not always prevent or detect misstatements. Failure to maintain effective internal control over financial reporting could adversely affect our ~~fiscal~~ability ~~fourth~~to ~~quarter~~accurately and timely report financial results, orto ~~more~~prevent ~~frequently~~or ifdetect ~~events~~fraud, or ~~changes~~to incomply ~~circumstances~~with ~~indicate~~the ~~that~~requirements of the ~~carrying~~SEC ~~value~~or the Sarbanes-Oxley Act of 2002, which could necessitate a ~~reporting~~restatement ~~unit~~of ~~may~~our ~~not~~financial bestatements, ~~recoverable.~~and/or Weresult ~~evaluate~~in ~~finite-lived~~an ~~intangible~~investigation, ~~assets~~or ~~and~~the ~~long-lived~~imposition ~~assets~~of ~~for~~sanctions, ~~impairment~~by ifregulators. ~~events~~Such failure could additionally expose us to litigation and/or ~~changes~~reputational inharm, ~~circumstances~~impair ~~indicate~~our ~~that~~ability ~~the~~to ~~carrying~~obtain ~~value~~financing, ofor increase the ~~long-lived~~cost ~~asset~~of ~~may~~any ~~not~~financing bewe ~~recoverable~~obtain. ~~The~~All ~~assessment~~ of ~~impairment~~these ~~involves~~impacts ~~significant~~could ~~judgment~~adversely ~~and~~affect ~~projections~~the ~~about~~price ~~future~~of ~~performance.~~our common stock and our business overall.

~~Based on our annual impairment valuation analysis performed in the fourth quarter of fiscal 2023, there was no impairment of goodwill or indefinite and finite-lived intangibles identified.~~ 16

During the fourth quarter of fiscal 2022, based on the finalization of our plans for integrating the Sotawall business into the Architectural Services segment, beginning in fiscal 2023, we determined impairment of indefinite and finite-lived intangibles related to the Sotawall business and we recorded intangible impairment expense of $49.5 million. With the realignment of the Sotawall business from the Architectural Framing Systems segment into the Architectural Services segment at the beginning of the first quarter of fiscal 2023, the historical comparative segment results for these two segments has been recast and as such this impairment expense recorded during fiscal 2022 is now reflected in the Architectural Services segment. Refer to additional information included within Notes 1 and 6 to the Financial Statements contained in Item 8 within this Annual Report on Form 10-K.

The discounted cash flow projections and revenue projections used in these analyses are dependent upon achieving forecasted levels of revenue and profitability. If revenue or profitability were to fall below forecasted levels, or if market conditions were

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toOur ~~decline~~liquidity ~~in a material~~ or ~~sustained~~cost ~~manner,~~of ~~further~~capital ~~impairment~~may ~~could~~ be ~~indicated~~materially ~~and~~adversely weaffected ~~could~~by ~~incur~~constraints anor ~~additional~~changes ~~non-cash~~in ~~impairment~~the ~~expense~~capital ~~that~~and ~~would~~credit ~~negatively~~markets, ~~impact~~interest ~~our~~rates ~~financial~~and ~~condition~~limitations ~~and~~under ~~results~~our offinancing ~~operations.~~arrangements

~~Failure~~We toneed ~~maintain~~sufficient ~~effective~~sources ~~internal~~of ~~controls~~liquidity ~~over~~to ~~financial~~fund ~~reporting could adversely impact~~ our ~~ability~~working tocapital ~~timely~~requirements, ~~and~~service ~~accurately~~our ~~report~~outstanding ~~financial~~indebtedness ~~results~~ and ~~comply~~finance ~~with~~business ~~our~~opportunities. ~~reporting~~Without ~~obligations~~sufficient liquidity, ~~which~~we could ~~materially~~be ~~affect~~forced ~~our~~to ~~business.~~curtail ~~Regardless~~our ofoperations, ~~how~~or ~~internal~~we ~~financial~~may ~~reporting~~not ~~control~~be ~~systems~~able ~~are~~to ~~designed,~~pursue ~~implemented,~~business ~~and~~opportunities. ~~enforced,~~The ~~they~~principal ~~cannot~~sources ~~ensure~~of ~~with~~our ~~absolute~~liquidity ~~certainty~~are ~~that~~funds ~~our~~generated ~~policy~~from ~~objectives~~operating ~~will~~activities, beavailable ~~met~~cash, incredit ~~every~~facilities, ~~instance.~~and ~~Because~~other ofdebt ~~the~~arrangements. ~~inherent~~If ~~limitations~~our sources of ~~all~~liquidity ~~such~~do ~~systems,~~not satisfy our ~~internal~~requirements, ~~controls~~we ~~over financial reporting~~ may ~~not~~need ~~always~~to ~~prevent~~seek oradditional ~~detect misstatements~~financing. ~~Failure~~The tofuture ~~maintain~~availability ~~effective~~of ~~internal~~financing ~~control~~will ~~over~~depend ~~financial~~on ~~reporting~~a ~~could~~variety ~~adversely~~of ~~affect~~factors, ~~our~~such ~~ability~~as toeconomic ~~accurately~~ and ~~timely~~market ~~report financial results~~conditions, tothe ~~prevent~~regulatory orenvironment ~~detect~~for ~~fraud,~~banks orand toother ~~comply~~financial ~~with~~institutions, the ~~requirements~~availability of ~~the~~credit ~~SEC~~and orour ~~the~~reputation ~~Sarbanes-Oxley~~with ~~Act~~potential oflenders. ~~2002,~~These ~~which~~factors could ~~necessitate~~materially aadversely ~~restatement~~affect of our ~~financial statements~~liquidity, ~~and/or~~costs ~~result~~of inborrowing anand ~~investigation,~~our orability ~~the~~to ~~imposition~~pursue ofbusiness ~~sanctions,~~opportunities byor ~~regulators.~~grow ~~Such~~our ~~failure~~business.. ~~could~~We ~~additionally~~may ~~expose~~also usassume ~~to litigation and/~~or ~~reputational~~incur ~~harm~~additional debt, ~~impair~~including ~~our~~secured ~~ability to obtain financing~~debt, orin ~~increase~~ the ~~cost~~future ofin ~~any~~connection ~~financing~~with, weor ~~obtain.~~to ~~All~~fund, offuture ~~these~~acquisitions ~~impacts~~or ~~could~~for ~~adversely~~other ~~affect~~operating ~~the price of our common stock and our business overall~~needs.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 1C. CYBERSECURITY

Risk Management and Strategy

We recognize the critical importance of maintaining the confidentiality, integrity and availability of our information systems and data, and of effectively, assessing, identifying and managing cybersecurity and related risks. Our cybersecurity risk management program is integrated into our Enterprise Risk Management framework and utilizes a holistic approach to addressing cybersecurity risk, and it is supported by our employees, cybersecurity team, senior management, the Enterprise Risk Management committee (a committee comprised of primary corporate functions) and our Board of Directors. The underlying controls for the cyber risk management program are based on recognized best practices and standards for cybersecurity and information technology, including the National Institute of Standards and Technology (NIST) and the Center for Internet Security Benchmark (CIS).

Our cyber risk management program includes an incident response plan for evaluation, response and reporting of cybersecurity incidents, including notification of the Board and third parties, as appropriate. Under the plan, a Cybersecurity Intake Team (CIT), which is comprised of the Chief Information Officer (CIO), Senior Director of Information Security (SDIS) and other executive management, is responsible for a materiality assessment of cybersecurity incidents, taking into consideration both quantitative and qualitative factors, and subject to ongoing monitoring and escalation based on materiality.

Third party vendors and suppliers also play a role in our cyber risk management program. In circumstances where such third parties will access our systems and data, our SDIS participates in the vendor management process, including the review of contractual requirements and contractually imposing obligations on the vendor to report cybersecurity incidents to us so that we can assess the impact.

In addition to the incident response plan and vendor management process, our cyber risk management program includes:

•an information technology and cybersecurity training program, and ongoing employee testing to evaluate the effectiveness of quarterly internal training and awareness communications;

•external advisors to assist with cybersecurity risk assessment, including third-party monitoring of the Company's systems, external network penetration testing, and yearly cyber event preparedness exercises;

•development of strategies to mitigate cyber risks;

•crisis management, business continuity, and disaster recovery plans.

We have not encountered cybersecurity incidents or identified risks from cybersecurity threats that have had a material adverse effect on our operations or financial standing.

Notwithstanding the efforts we take to manage our cybersecurity risk, we may not be successful in preventing or mitigating a cybersecurity incident that could have a material adverse effect on us. While the Company maintains cybersecurity insurance, the costs related to cybersecurity threats or disruptions may not be fully insured. See Item 1A. “Risk Factors” for a discussion of cybersecurity risks.

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Governance

Management's Role in Managing Risk

Within our organization, our CIO, who reports to our CEO, oversees our cybersecurity function. Our SDIS reports to our CIO and is generally responsible for management of cybersecurity risk and the protection and defense of our network and systems, including the development and management of policies and processes to identify, contain, and investigate potential incidents and ensure recovery therefrom. Our SDIS has over 15 years of experience managing information technology and cybersecurity matters in multiple industries. The SDIS maintains Certified Information Systems Security Professional (CISSP) and Certified Information Security Manager (CISM) certifications and holds a degree in information technology management.

Board's Role in Oversight

Our full Board oversees our cyber risk management program, and includes cybersecurity as part of the assessment of the Company's overall Enterprise Risk Management program. At least twice per year, and more frequently, if necessary, our CIO updates our Board on the Company's cyber risk profile and the steps taken by management to mitigate those risks. In the event of a material cybersecurity incident, the Board would receive prompt and timely information regarding the incident, as well as ongoing updates regarding such incident until it has been addressed. Cybersecurity-related risks are included in the Enterprise Risk Management committee’s evaluation of top risks to the enterprise, which are also presented to the Board and executive management twice per year.

ITEM 2. PROPERTIES

The following table lists, by segment, the Company's principal physical properties as of ~~February~~March 252, ~~2023~~2024. We believe these properties are generally in good operating condition, suitable for their respective uses and adequate for our current needs as our business is presently conducted.

Property Location

Owned/ Leased

Function

Architectural Framing Systems segment

Architectural Framing Systems Segment

Wausau, WI

Owned

Manufacturing/Administrative

Stratford, WI

Owned

Manufacturing

Reed City, MI

Owned

Manufacturing

Walker, MI

Leased

Manufacturing/Administrative

Mesquite, TX

Leased

Manufacturing

Monett, MO

Owned

Manufacturing/Warehouse/Administrative

Toronto, ON Canada

Leased

Manufacturing/Warehouse/Administrative

Architectural Services segment

Architectural Glass Segment

Owatonna, MN

Owned

Manufacturing/Administrative

Nazaré Paulista, Brazil

Owned(1)

Manufacturing/Administrative

Architectural Services Segment

Minneapolis, MN

Leased

Administrative

West Chester, OH

Leased

Manufacturing

Mesquite, TX

Leased

Manufacturing

Glen Burnie, MD

Leased

Manufacturing/Warehouse

Brampton, ON Canada

Leased

Manufacturing/Warehouse/Administrative

Architectural Glass segment

LSO Segment

Owatonna, MN

Owned

Manufacturing/Administrative

Nazaré Paulista, Brazil

Owned(1)

Manufacturing/Administrative

LSO segment

McCook, IL

Leased

Manufacturing/Warehouse/Administrative

Faribault, MN

Owned

Manufacturing/Administrative

Other

Minneapolis, MN

Leased

Administrative

(1)This is an owned facility; however, the land is leased from the city.

~~ITEM 3. LEGAL PROCEEDINGS~~18

The Company is a party to various legal proceedings incidental to its normal operating activities. In particular, like others in the construction supply and services industry, the Company is routinely involved in various disputes and claims arising out of construction projects, sometimes involving significant monetary damages or product replacement. We have in the past and are currently subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products. In December 2022, the claimant in an arbitration of one such claim was awarded $20 million. The Company intends to appeal the award and believes, after taking into account all currently available information, including the advice of counsel and the likelihood of available insurance coverage, that this award will not have a material adverse effect on the Company's business, financial condition, results of operations or cash flows. The Company is also subject

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toITEM ~~litigation arising out of areas such as employment practices, workers compensation and general liability matters~~3. ~~Although~~LEGAL it is very difficult to accurately predict the outcome of any such proceedings, facts currently available indicate that no matters will result in losses that would have a material adverse effect on the results of operations, cash flows or financial condition of the Company.PROCEEDINGS

The Company is a party to various legal proceedings incidental to its normal operating activities. In particular, like others in the construction supply and services industry, the Company is routinely involved in various disputes and claims arising out of construction projects, sometimes involving significant monetary damages or product replacement. We have in the past and are currently subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products. In December 2022, the claimant in an arbitration of one such claim was awarded $20 million. The Company has appealed the award and believes, after taking into account all currently available information, including the advice of counsel and the likelihood of available insurance coverage, that this award will not have a material adverse effect on the Company's business, financial condition, results of operations or cash flows. The Company is also subject to litigation arising out of areas such as employment practices, workers compensation and general liability matters. Although it is very difficult to accurately predict the outcome of any such proceedings, facts currently available indicate that no matters will result in losses that would have a material adverse effect on the results of operations, cash flows or financial condition of the Company.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

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PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

~~Apogee~~Our common stock is traded on ~~the~~The ~~NASDAQ~~Nasdaq Stock Market under the ticker symbol "APOG". As of April 65, ~~2023~~2024, there were 1,~~114~~061 shareholders of record and 1312,~~453~~990 shareholders for whom securities firms acted as nominees.

Dividends

Quarterly, the Board of Directors evaluates declaring dividends based on operating results, available funds and the Company's financial condition. Cash dividends have been paid each quarter since 1974. The chart below shows quarterly and annual cumulative cash dividends per share for the past three fiscal years.

Fiscal Year	First		Second		Third		Fourth		Total
2023	$	0.2200	$	0.2200	$	0.2200	$	0.2400	$	0.9000
2024	$	0.2400	$	0.2400	$	0.2400	$	0.2500	$	0.9700
2023	0.2200		0.2200		0.2200		0.2400		0.9000
2022	0.2000		0.2000		0.2000		0.2200		0.8200
2021	0.1875		0.1875		0.1875		0.2000		0.7625

Purchases of Equity Securities by the Company

The following table provides information with respect to purchases made by the Company of its own stock during the fourth quarter of fiscal ~~2023~~2024:

Period	Total Number of Shares Purchased (a)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b)	Maximum Number of Shares that May Yet Be Purchased under the Plans or Programs (b)
November 27, 2022 through December 24, 2022	1,045	$	45.82	—	1,253,399
November 26, 2023 through December 30, 2023	—	$	—	—	2,973,483
December 25, 2022 through January 21, 2023	6,981	45.19		—	1,253,399
December 31, 2023 through January 27, 2024	229	53.79		—	2,973,483
January 22, 2023 through February 25, 2023	74	44.36		—	1,253,399
January 28, 2024 through March 2, 2024	120	54.02		—	2,973,483
Total	~~8,100~~349	$	4553.2786	—	12,~~253~~973,~~399~~483

(a) The shares in this column represent the total number of shares that were surrendered to us by plan participants to satisfy withholding tax obligations related to share-based compensation. We did not purchase any shares pursuant to our publicly announce repurchase program during the fiscal quarter.

(b) In fiscal 2004, announced on April 10, 2003, the Board of Directors authorized the repurchase of 1,500,000 shares of Company stock. The Board increased the authorization by 750,000 shares, announced on January 24, 2008; by 1,000,000 shares on each of the announcement dates of October 8, 2008, January 13, 2016, January 9, 2018, January 14, 2020, October 7, 2021 and June 22, 2022; and by 2,000,000 shares, announced on October 3, 2018, ~~and~~ January 14, 2022 and October 6, 2023. The repurchase program does not have an expiration date.

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Comparative Stock Performance

The graph below compares the cumulative total shareholder return on a $100 investment in our common stock for the last five fiscal years with the cumulative total return on a $100 investment in the Russell 2000 Index, a broad equity market index, and the ~~Standard~~ S&P ~~Poor's~~600 Industrials Index. Effective as of February 26, 2023, the Company changed industry indexes, from the S&P Small Cap 600 Growth Index, anto ~~index~~the S&P 600 Industrials Index. We believe that ~~includes~~the ~~companies~~S&P 600 Industrials Index is the best available published industry index, composed of companies with similar market capitalization and a mix of GICS classifications that reasonably reflect our diverse business activities, although most of our direct competitors in our various business units are either privately owned or are divisions of larger, publicly owned companies. The graph assumes an investment at the close of trading on March 32, ~~2018~~2019, and also assumes the reinvestment of all dividends.

	2018		2019		2020		2021		2022		2023
	2019		2020		2021		2022		2023		2024
Apogee	$	100.00	$	8385.2342	$	71109.1004	$	90135.7634	$	~~112~~139.6522	$	~~115~~176.8898
S&P Small Cap 600 Growth Index	100.00		107.38		100.33		147.33		144.97		133.63
S&P 600 Industrials	100.00		94.77		136.18		138.58		150.46		184.84
Russell 2000 Index	100.00		~~105~~94.0822		99142.0127		~~149~~133.5131		~~140~~128.0911		~~134~~141.6346
S&P SmallCap 600 Growth Index	100.00		93.43		137.20		135.00		124.44		138.14

We selected the Standard & Poor's Small Cap 600 Growth Index as an index of companies with similar market capitalization because we are unable to identify a peer group of companies similar to us in size and scope of business activities or a widely recognized published industry index that accurately reflects our diverse business activities. Most of our direct competitors in our various business units are either privately owned or divisions of larger, publicly owned companies.

ITEM 6. [RESERVED]

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ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to assist the reader in understanding our financial condition and results of operations, including an evaluation of the amounts and certainty of cash flows from operations and from outside sources, and is provided as a supplement to and should be read in conjunction with the consolidated financial statements and related notes in Item 8. Financial Statements and Supplementary Data in this Form 10-K. Refer to Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Form 10-K for the fiscal year ended February 25, 2023, for discussion of the results of operations for the year ended February 25, 2023, compared to the year ended February 26, 2022, which is incorporated by reference herein.

We have included in this report measures of financial performance that are not defined by GAAP. We believe that these measures provide useful information and include these measures in other communications to investors. For each of these non-GAAP financial measures, we provide a reconciliation of the differences between the non-GAAP measure and the most directly comparable GAAP measure, (see "Reconciliation of Non-GAAP Financial Measures" in this Item 7 below), and an explanation of why we believe the non-GAAP measure provides useful information to management and investors. These non-GAAP measures should be viewed in addition to, and not in lieu of, the comparable GAAP measure. Adjusted net earnings and adjusted earnings per diluted share (adjusted diluted EPS) are supplemental non-GAAP financial measures provided by the Company to assess performance on a more comparable basis from period-to-period by excluding amounts that management does not consider part of core operating results. Management uses these non-GAAP measures to evaluate the Company’s historical and prospective financial performance, measure operational profitability on a consistent basis, as a factor in determining executive compensation, and to provide enhanced transparency to the investment community.

Overview

We are a ~~leader~~leading inprovider ~~the~~of ~~design~~architectural products and ~~development~~services offor ~~value~~enclosing buildings, and high-~~added~~performance glass and ~~metal~~acrylic products used for preservation, energy conservation, and ~~services~~enhanced viewing. Our four reporting segments are: Architectural Framing Systems, Architectural Glass, Architectural Services and Large-Scale Optical ~~Technologies~~ (LSO).

In fiscal ~~2022~~2024, we ~~conducted~~made afurther progress toward our strategic ~~review~~goals and financial targets we established in fiscal 2021. We continued the deployment of the Apogee Management System across our business, supporting sustainable cost and productivity improvements. We invested in organic growth initiatives, including capacity expansion in the ~~markets~~Large-Scale weOptical ~~serve~~Segment and geographic growth in ~~order~~Architectural toServices. ~~establish~~We aincreased ~~new~~our ~~enterprise~~focus ~~strategy~~on ~~with~~differentiated ~~three~~products ~~key~~and ~~elements~~services, and ~~during~~continued ~~fiscal~~to ~~2023,~~diversify the mix of architectural projects that we ~~made~~serve ~~significant~~while ~~progress~~leaning onmore ~~execution~~heavily ofinto higher, value-added products. We also advanced several initiatives to strengthen our ~~strategy~~core capabilities, asdriving ~~discussed~~the instandardization ~~Item~~of 1key onbusiness ~~page~~processes 5and ofsystems, ~~this~~and ~~Form~~strengthening ~~10-K.~~talent management and leadership development programs.

AtOn ~~the~~January ~~beginning~~30, of2024, the ~~first~~Company ~~quarter~~announced ofstrategic ~~fiscal~~actions ~~2023~~to further streamline its business operations, weenable ~~began~~a ~~management~~more ofefficient ~~the~~cost ~~Sotawall~~model, and ~~Harmon~~better ~~businesses~~position ~~under~~ the ~~Architectural~~Company ~~Services~~for ~~segment~~profitable ingrowth ~~order~~(referred to ~~create~~as a“Project ~~single~~Fortify”). During the fourth quarter, ~~unified~~the ~~offering~~Company ~~for~~incurred ~~larger~~$12.4 ~~custom~~million ~~curtainwall~~of ~~projects~~pre-tax charges related to Project Fortify, of which $5.5 ~~The~~million ~~comparative~~is ~~fiscal~~included ~~2022~~in ~~segment~~cost ~~results~~of ~~for~~sales ~~the~~and ~~Architectural~~$6.9 ~~Framing~~million ~~Systems~~is included in selling, general, and ~~Architectural~~administrative ~~Services~~(SG&A) ~~segments~~expenses. ~~have~~The ~~been~~Company ~~recast~~expects a total of $16 million to ~~reflect~~$18 ~~the~~million ~~move~~of pre-tax charges in connection with Project Fortify, leading to annualized cost savings of $12 million to $14 million. We expect that approximately 60% of these savings will be realized in fiscal 2025, with the ~~Sotawall~~remainder ~~business~~in ~~into~~fiscal 2026. We expect that approximately 70% of the ~~Architectural~~savings ~~Services~~will ~~segment~~be ~~from~~realized in the Architectural Framing Systems segment, ~~effective~~20% atin the ~~start~~Architectural ofServices Segment, and 10% in Corporate and other, with the ~~first~~plan to be substantially complete in the third quarter of fiscal ~~2023~~2025.

~~Fiscal 2023 summary of results:~~22

•Consolidated net sales were $1.4 billion, an increase of 10 percent from $1.3 billion in fiscal 2022.

•Operating income increased to $125.8 million, from $22.0 million in the prior year.

•Diluted EPS was $4.64, compared to $0.14 in the prior year.

•Adjusted operating income was $125.8 million, an increase of 52 percent compared to the prior year, and adjusted diluted EPS was $3.98 in fiscal 2023, an increase of 60 percent compared to the prior year. Refer to the tables below for a reconciliation to GAAP of these adjusted amounts.

Reconciliation of Non-GAAP Financial Information
Adjusted Operating Income
(Unaudited)
	Year-ended
(In thousands)	February 25, 2023		February 26, 2022
Operating income	$	125,788	$	22,045
Impairment expense on goodwill and intangible assets (1)	—		49,473
Restructuring costs (2)	—		30,512
Gain on sale of assets (3)	—		(19,456)
Adjusted operating income	$	125,788	$	82,574

(1)			Adjustment related to impairment charge recorded during the fourth quarter of the prior year on indefinite- and long-lived intangible assets within the Architectural Framing Systems segment as a result of triggering events during the fourth quarter of prior fiscal year. In the first quarter of fiscal 2023, the Sotawall business was re-aligned from the Architectural Framing Systems segment into the Architectural Services segment; the comparative fiscal 2022 results have been recast to reflect the change.
(2)			Adjustment related to previously announced decision to exit certain operations in the Architectural Glass segment and reorganize operations within the Architectural Framing Systems segment, including $21.5 million of asset impairment charges, $6.2 million of employee termination costs and $2.8 million of other costs associated with these restructuring plans incurred during fiscal 2022.
(3)			Gain on sale of building and related fixed assets within the Architectural Glass segment during the fourth quarter of fiscal 2022.

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	Reconciliation of Non-GAAP Financial Information
	Adjusted Net Earnings and Adjusted Earnings per Diluted Common Share
	(Unaudited)
						Diluted per share amounts
		Year-ended				Year-ended
(In thousands)		February 25, 2023		February 26, 2022		February 25, 2023		February 26, 2022
Net earnings		$	104,107	$	3,486	$	4.64	$	0.14
Worthless stock deduction and other discrete tax benefits(1)		(14,833)		—		(0.66)		—
Impairment expense on goodwill and intangible assets (2)		—		49,473		—		1.96
Restructuring costs (3)		—		30,512		—		1.21
Impairment of equity investment (4)		—		3,000		—		0.12
Gain on sale of assets (5)		—		(19,456)		—		(0.77)
Income tax impact on above adjustments (6)		—		(4,414)		—		(0.17)
Adjusted net earnings		$	89,274	$	62,601	$	3.98	$	2.48
Shares outstanding for EPS						22,416		25,292
Per share amounts are computed independently for each of the items presented so the sum of the items may not equal the total amount
(1)	Adjustment related to discrete income tax benefits for the Sotawall business in fiscal 2023, primarily related to a worthless stock deduction and the release of valuation allowance on deferred tax assets.
(2)	Adjustment related to impairment charge recorded during the fourth quarter of the prior year on indefinite- and long-lived intangible assets within the Architectural Framing Systems segment as a result of triggering events during the fourth quarter of prior fiscal year. In the first quarter of fiscal 2023, the Sotawall business was re-aligned from the Architectural Framing Systems segment into the Architectural Services segment; the comparative fiscal 2022 results have been recast to reflect the change.
(3)	Adjustment related to previously announced decision to exit certain operations in the Architectural Glass segment and reorganize operations within the Architectural Framing Systems segment, including $21.5 million of asset impairment charges, $6.2 million of employee termination costs and $2.8 million of other costs associated with these restructuring plans incurred during fiscal 2022.
(4)	Adjustment for impairment of minority equity investment is a result of the assignment for the benefit of creditors of all of the assets of a company in which Apogee held a minority interest. The impairment represents a write-down of Apogee’s entire investment in the company.
(5)	Gain on sale of building and related fixed assets within the Architectural Glass segment during the fourth quarter of fiscal 2022.
(6)	Income tax impact calculated using an estimated statutory tax rate of 25%, which reflects the estimated blended statutory tax rate for the jurisdiction in which the charge or income occurred.

Adjusted operating income, adjusted net earnings and adjusted earnings per diluted share (adjusted diluted EPS) are supplemental non-GAAP financial measures provided by the Company to assess performance on a more comparable basis from period-to-period by excluding amounts that management does not consider part of core operating results. Management uses these non-GAAP measures to evaluate the Company’s historical and prospective financial performance, measure operational profitability on a consistent basis, as a factor in determining executive compensation, and to provide enhanced transparency to the investment community.

Return on average invested capital (ROIC) is a non-GAAP financial measure that we define as operating income (adjusted for certain items that are unusual in nature or whose fluctuations from period to period do not necessarily correspond to changes in the operations of the Company) after tax, divided by average invested capital. We believe this measure is useful in understanding operational performance and capital allocation over time. This measure is not calculated in accordance with GAAP. Certain information necessary to calculate this measure on a GAAP basis is dependent on future events, some of which are beyond our control, and cannot be predicted without unreasonable efforts. It is important to note that these factors could be material to Apogee’s results computed in accordance with GAAP.

These non-GAAP measures should be viewed in addition to, and not as an alternative to, the reported financial results of the Company prepared in accordance with GAAP. Other companies may calculate these measures differently, thereby limiting the usefulness of the measures for comparison with other companies.

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Results of Operations

~~Net~~The ~~Sales~~following tables provide various components of our operations for fiscal years 2024, 2023 and 2022, in U.S. dollar amounts and percentages reflecting annual changes in such amounts and as a percentage of net sales in each fiscal year.

(Dollars in thousands)						2023						2022						2021						2023 vs. 2022						2022 vs. 2021
Net sales						$	1,440,696					$	1,313,977					$	1,230,774					9.6		%				6.8		%

Our fiscal year ends on the Saturday closest to the last day of February, or as otherwise determined by the Board of Directors. Fiscal 2024 consisted of 53 weeks, while fiscal 2023 and fiscal 2022 each consisted of 52 weeks.

Fiscal 2023 Compared to Fiscal 2022


							% Change
(Dollars in thousands)	2024		2023		2022			2024 vs. 2023		2023 vs. 2022
Net sales	$	1,416,942	$	1,440,696	$	1,313,977		(1.6)	%	9.6	%
Cost of sales	1,049,814		1,105,423		1,039,816			(5.0)	%	6.3	%
Gross profit	367,128		335,273		274,161			9.5	%	22.3	%
Selling, general and administrative expenses	233,295		209,485		202,643			11.4	%	3.4	%
Impairment expense on goodwill and intangible assets	—		—		49,473			N/M		(100.0)	%
Operating income	133,833		125,788		22,045			6.4	%	470.6	%

Interest expense, net	6,669		7,660		3,767			(12.9)	%	103.3	%
Other (income) expense, net	(2,089)		1,507		4,409			N/M		(65.8)	%
Earnings before income taxes	129,253		116,621		13,869			10.8	%	740.9	%
Income tax expense	29,640		12,514		10,383			136.9	%	20.5	%
Net earnings	$	99,613	$	104,107	$	3,486		(4.3)	%	2,886.4	%
Diluted earnings per share	$	4.51	$	4.64	$	0.14		(2.8)	%	3,214.3	%
N/M - Indicates calculation is not meaningful

Net sales in fiscal 2023 increased by 9.6 percent compared to fiscal 2022, with growth in each of the Company's segments, primarily driven by pricing in the Architectural Framing Systems, Architectural Glass and LSO segments and small volume growth in the Architectural Services segment.


(Percentage of net sales)	2024		2023		2022
Net sales	100.0	%	100.0	%	100.0	%
Cost of sales	74.1		76.7		79.1
Gross profit	25.9		23.3		20.9
Selling, general and administrative expenses	16.5		14.5		15.4
Impairment expense on goodwill and intangible assets	—		—		3.8
Operating income	9.4		8.7		1.7

Interest expense, net	0.5		0.5		0.3
Other (income) expense, net	(0.1)		0.1		0.3
Earnings before income taxes	9.1		8.1		1.1
Income tax expense	2.1		0.9		0.8
Net earnings	7.0	%	7.2	%	0.3	%
Effective income tax rate	22.9	%	10.7	%	74.9	%

~~Fiscal~~Comparison ~~2022~~of ~~Compared~~Fiscal 2024 to Fiscal ~~2021~~2023

~~Net~~•Consolidated net sales inwere ~~fiscal 2022 increased by 6~~$1.842 ~~percent~~billion compared to ~~fiscal~~$1.44 ~~2021~~billion, ~~driven~~a bydecrease ~~record~~of ~~revenue~~1.6%, inprimarily ~~the~~reflecting ~~LSO~~lower ~~and Architectural Services segments and growth in the Architectural Framing Systems segment~~volumes, partially offset by ~~decreased~~improved ~~volume~~product inmix ~~the~~and ~~Architectural~~higher ~~Glass Segment~~pricing.

~~Performance~~•Gross profit margin improved to 25.9% of net sales, compared to 23.3%. The gross margin improvement was primarily driven by higher pricing, improved mix and the impact of lower costs from saving initiatives. These items were partially offset by the impact of lower volume, a less favorable mix of projects in the Architectural Services Segment, $5.5 million of restructuring costs related to Project Fortify, and the inflationary impact of higher costs.

~~The~~•SG&A ~~relationship~~expense ~~between~~increased ~~various~~$23.8 ~~components~~million to 16.5% of ~~operations~~net sales, compared to 14.5%. The increase in expense was primarily due to increased salaries and benefits costs as awell ~~percentage~~as of$6.9 ~~net~~million ~~sales,~~in isrestructuring ~~provided~~costs ~~below~~related to Project Fortify.

(Percentage of net sales)	2023		2022		2021
Net sales	100.0	%	100.0	%	100.0	%
Cost of sales	76.7		79.1		77.6
Gross margin	23.3		20.9		22.4
Selling, general and administrative expenses	14.6		15.4		14.6
Impairment expense on intangible assets and goodwill	—		3.8		5.7
Operating income	8.7		1.7		2.1
Interest expense, net	0.5		0.3		0.4
Other expense (income), net	0.1		0.3		(0.1)
Earnings before income taxes	8.1		1.1		1.8
Income tax expense	0.9		0.8		0.6
Net earnings	7.2	%	0.3	%	1.3	%
Effective income tax rate	10.7	%	74.9	%	31.7	%

Fiscal 2023 Compared to Fiscal 2022

Gross margin was 23.3 percent in fiscal 2023, an increase of 240 basis points from fiscal 2022. The increase was primarily driven by pricing actions that exceeded the inflation-related cost increases within the Architectural Framing Systems and Architectural Glass segments, partially offset by negative performance impacts of certain projects within the Architectural Services segment. The prior fiscal year included $28.2 million of restructuring costs within cost of sales related to restructuring actions announced in August 2021, as well as inflationary pressure on raw materials and freight within the Architectural Glass and Architectural Framing Systems segments. These costs were partially offset by $19.5 million of gain on sale of assets related to the sale of a manufacturing facility in the Architectural Glass segment and by positive impacts from continued recovery of the LSO segment (which closed for most of the first and second quarters of fiscal 2021, based on COVID-related government directives).

Total selling, general and administrative (SG&A) expense as a percent of net sales for fiscal 2023 was 14.6 percent, a decrease of 80 basis points from fiscal 2022, excluding impairment expense, driven by benefits realized from previously completed restructuring actions. This was partially offset by a benefit of $4.9 million, taken within the Architectural Framing Systems and Architectural Services segments, as a result of a Canadian wage subsidy program offered to support Canadian businesses impacted by the COVID-19 pandemic, thereby offsetting cost actions that would have been taken had this subsidy not been secured. In addition, the prior year included a $49.5 million impairment expense on indefinite and definite-lived intangibles taken within the Architectural Services segment, as a result of triggering events resulting from the finalization of our plans for integrating the Sotawall business into the Architectural Services segment, beginning in fiscal 2023.

Net interest expense increased by 20 basis points compared to the prior year, due to the higher average interest rate and higher average debt balance in fiscal 2023.

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~~The~~•Operating ~~effective~~income ~~tax~~grew ~~rate~~6.4% ~~for~~to ~~fiscal 2023 was 10~~$133.78 ~~percent~~million, ~~compared~~and tooperating ~~74.9~~margin ~~percent~~increased in70 ~~fiscal~~basis ~~2022.~~points ~~During~~to ~~fiscal 2023~~9.4%, wedriven ~~claimed~~by ~~certain~~higher ~~tax deductions~~pricing, ~~including~~improved aproduct ~~worthless~~mix, ~~stock loss deduction~~ and ~~other~~the ~~discrete~~impact ~~tax~~of ~~benefits,~~lower ~~related~~costs tofrom ~~our~~saving ~~investment in Sotawall Limited, a Canadian subsidiary~~initiatives. These ~~deductions~~items ~~generated~~were apartially ~~net~~offset ~~tax benefit of $14.8 million, and reduced our effective tax rate for fiscal 2023~~ by ~~approximately~~a ~~13.1~~less ~~percentage~~favorable ~~points.~~mix ~~The~~of ~~effective~~projects ~~tax rate~~ in the ~~prior~~Architectural ~~year~~Services ~~was~~Segment, ~~primarily~~increased ~~impacted~~salaries byand ~~the~~benefits ~~valuation~~costs, ~~allowance~~$12.4 ~~recorded~~million ~~against~~of ~~the~~restructuring ~~tax~~costs ~~benefit~~related ofto ~~the~~Project ~~Sotawall~~Fortify, ~~impairment~~ and the inflationary impact of ~~certain~~higher ~~permanent~~costs. ~~items~~Adjusted inoperating ~~relation~~margin toincreased ~~reduced~~by ~~earnings~~160 inbasis ~~fiscal~~points, ~~2022~~to 10.3%.

~~Fiscal~~•Other ~~2022~~income ~~Compared~~was $2.1 million, reflecting the impact of a $4.7 million pre-tax gain related to ~~Fiscal~~a ~~2021~~New Markets Tax Credit, partially offset by an investment valuation adjustment.

~~Gross~~•Net ~~margin~~interest expense was 20$6.97 ~~percent in fiscal 2022~~million, acompared ~~decrease~~to ~~of 150 basis points from fiscal 2021~~$7.7 ~~This~~million ~~decrease was~~ driven by ~~$28.2~~a ~~million~~lower ofaverage ~~restructuring~~debt ~~costs included in cost of sales incurred during fiscal 2022 related to restructuring actions announced in August 2021~~level, ~~as well as inflationary pressure on raw materials and freight within the Architectural Glass and Architectural Framing Systems segments. These costs were~~ partially offset by ~~$19.5 million of gain on sale of assets related to the sale of~~ a ~~manufacturing~~higher ~~facility~~average ininterest the Architectural Glass segment and by positive impacts from continued recovery of the LSO segment (which closed for most of the first and second quarters of fiscal 2021, based on COVID-related government directives)rate.

~~SG&A~~•The ~~expense,~~effective ~~including~~tax ~~impairment~~rate ~~expense on goodwill and intangible assets noted in the table above,~~ was 1922.~~2 percent for fiscal 2022~~9%, acompared ~~decrease~~to ~~of 110 basis points from fiscal 2021~~10. ~~This was driven by a $49~~7%.5 ~~million~~During ~~impairment~~fiscal ~~expense~~2023, ~~taken~~we ~~within~~claimed ~~the~~certain ~~Architectural~~tax ~~Services segment during fiscal 2022~~deductions, ~~compared~~including to a ~~$70.1~~worthless ~~million~~stock ~~impairment~~loss ~~expense~~deduction ~~taken~~and ~~within~~other ~~the~~discrete ~~Architectural~~tax ~~Framing~~benefits, ~~Systems~~related ~~and~~to ~~Architectural~~our ~~Services~~investment ~~segments~~ in ~~fiscal~~Sotawall ~~2021. In addition~~Limited, ~~we received~~ a ~~benefit~~Canadian ~~of $4~~subsidiary.9 ~~million~~These indeductions ~~fiscal~~generated ~~2022,~~a ~~compared~~net totax a benefit of $714.48 million ~~in fiscal 2021~~, asand areduced ~~result~~our ofeffective atax ~~Canadian~~rate ~~wage~~for ~~subsidy~~fiscal ~~program~~2023 ~~offered to support Canadian business impacted~~ by ~~the~~approximately ~~COVID-19~~13.1 ~~pandemic,~~percentage ~~thereby offsetting cost actions that would have been taken had this subsidy not been secured, in each of these years~~points.

~~Net~~•Diluted ~~interest~~EPS ~~expense~~was ~~declined~~$4.51 bycompared 10to ~~basis~~$4.64 ~~points~~driven ~~compared~~by tohigher ~~fiscal~~operating ~~2021~~income, ~~due~~which towas ~~the~~more ~~lower~~than ~~average~~offset ~~debt~~by ~~balance~~a inhigher ~~fiscal~~effective ~~2022~~tax rate. Adjusted diluted EPS grew 19.8% to $4.77.

The effective tax rate for fiscal 2022 was 74.9 percent, compared to 31.7 percent in fiscal 2021, primarily due to the valuation allowance recorded against the tax benefit of the Sotawall impairment and the impact of certain permanent items in relation to reduced earnings in fiscal 2022.

Segment Analysis


										% Change
(Dollars in thousands)	2024			2023			2022				2024 vs. 2023		2023 vs. 2022
Segment net sales
Architectural Framing Systems	$	601,736		$	649,778		$	546,557			(7.4)	%	18.9	%
Architectural Glass	378,449			316,554			309,241				19.6	%	2.4	%
Architectural Services	378,422			410,627			407,421				(7.8)	%	0.8	%
Large-Scale Optical	99,223			104,215			101,673				(4.8)	%	2.5	%
Intersegment eliminations	(40,888)			(40,478)			(50,915)				1.0	%	(20.5)	%
Net sales	$	1,416,942		$	1,440,696		$	1,313,977			(1.6)	%	9.6	%
Segment operating income (loss)
Architectural Framing Systems	$	64,833		$	81,875		$	38,088			(20.8)	%	115.0	%
Architectural Glass	68,046			28,610			1,785				137.8	%	1,502.8	%
Architectural Services	11,840			18,140			(22,071)				(34.7)	%	N/M
Large-Scale Optical	24,233			25,348			23,618				(4.4)	%	7.3	%
Corporate and other	(35,119)			(28,185)			(19,375)				24.6	%	45.5	%
Operating income	$	133,833		$	125,788		$	22,045			6.4	%	470.6	%
Segment operating margin
Architectural Framing Systems	10.8		%	12.6		%	7.0		%
Architectural Glass	18.0		%	9.0		%	0.6		%
Architectural Services	3.1		%	4.4		%	(5.4)		%
Large-Scale Optical	24.4		%	24.3		%	23.2		%
Corporate and other	N/M			N/M			N/M
Operating margin	9.4		%	8.7		%	1.7		%

Segment net sales is defined as net sales for a certain segment and includes revenue related to intersegment transactions. We report net sales intersegment eliminations separately to exclude these sales from our consolidated total. Segment operating income is equal to net sales, less cost of goods sold, SG&A, and any asset impairment charges associated with the segment. Segment operating income includes operating income related to intersegment sales transactions and excludes certain corporate costs that are not allocated at a segment level. We report these unallocated corporate costs separately in Corporate and other. Operating income does not include other income or expense, interest expense or a provision for income taxes.

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Architectural Framing Systems

(In thousands)	2023			2022			2021			2023 vs. 2022		2022 vs. 2021
Net sales	$	649,778		$	546,557		$	508,770		18.9	%	7.4	%
Operating income (loss)	81,875			38,088			(29,030)			115.0	%	*
Operating margin	12.6		%	7.0		%	(5.7)		%
* Indicates calculation not meaningful.

Comparison of Fiscal 2024 to Fiscal 2023

~~Fiscal 2023 Compared to Fiscal 2022.~~ •Net sales ~~increased~~were 18$601.97 ~~percent~~million, orcompared to $~~103~~649.28 million, ~~from fiscal 2022,~~ primarily reflecting ~~inflation-related~~lower ~~pricing and improved mix~~volume, partially offset by ~~slightly~~more ~~lower~~favorable ~~volume~~sales ~~due~~mix toand ~~market~~improved ~~share losses~~pricing.

•Operating income was $64.8 million and operating margin ~~increased~~decreased ~~560~~180 basis points ~~over~~to ~~the~~10.8% ~~prior~~of ~~year~~net sales, primarily driven by ~~improved~~the ~~pricing,~~impact ~~which~~of ~~more~~lower ~~than~~volume, ~~offset~~a ~~the~~less ~~impact~~favorable mix of ~~inflation~~projects and $6.0 ~~The~~million ~~prior~~of ~~year~~restructuring ~~included~~costs arelated ~~benefit~~to ofProject $2Fortify.0 These ~~million~~items ~~from~~were apartially ~~Canadian~~offset ~~wage~~by ~~subsidy~~improved ~~program~~sales ~~offered~~mix toand ~~Canadian~~pricing, ~~businesses~~as ~~impacted~~well byas the ~~COVID-19~~impact ~~pandemic,~~of ~~partially~~lower ~~offset~~costs byfrom saving initiatives. Adjusted operating income was $170.78 million and adjusted operating margin decreased 80 basis points to 11.8% of ~~restructuring~~net ~~charges~~sales.

AsArchitectural of fiscal 2023 year-end, segment backlog was $243.3 million, compared to $281.5 million at the end of the prior year, reflecting a decrease in order volume. We expect approximately 91 percent of the backlog in this segment to be fulfilled in fiscal 2024, with the remainder expected to be filled in fiscal 2025 and beyond; however, the timing of backlog may be impacted by project delays. Backlog represents the dollar amount of signed contracts or firm orders, generally as a result of a competitive bidding process, which may be expected to be recognized as revenue in the future. Backlog is not a term defined under U.S. generally accepted accounting principles (GAAP) and is not a measure of contract profitability. In addition to backlog, we have a substantial amount of projects with short lead times that book-and-bill within the same reporting period and are not included in backlog. We have good visibility beyond backlog, as projects awarded, verbal commitments and bidding activities are not included in backlog.Glass

21Comparison of Fiscal 2024 to Fiscal 2023

•Net sales were $378.4 million, compared to $316.6 million, primarily driven by improved pricing and a more favorable sales mix.

•Operating income was $68.0 million and operating margin increased 900 basis points to 18.0% of net sales, primarily driven by improved pricing and mix, partially offset by cost inflation.

Architectural Services

Comparison of Fiscal 2024 to Fiscal 2023

•Net sales were $378.4 million, compared to $410.6 million, primarily reflecting lower project volume and a less favorable mix of projects.

•Operating income was $11.8 million and operating margin decreased 130 basis points to 3.1% of net sales primarily driven by lower project volume, a less favorable mix of projects, and $2.5 million of restructuring costs related to Project Fortify, partially offset by lower short-term incentive compensation expense. Adjusted operating income was $14.4 million and adjusted operating margin decreased 60 basis points to 3.8% of net sales.

Large-Scale Optical (LSO)

Comparison of Fiscal 2024 to Fiscal 2023

•Net sales were $99.2 million, compared to $104.2 million, primarily reflecting lower volume due to slower customer demand in the retail markets, partially offset by favorable mix and pricing.

•Operating income was $24.2 million and operating margin increased 10 basis points to 24.4% of net sales, compared to $25.3 million, or 24.3% of net sales, primarily driven by favorable mix and pricing, partially offset by the impact of lower volume.

Corporate and other

Comparison of Fiscal 2024 to Fiscal 2023

•Corporate and other expense was $35.1 million, compared to $28.2 million, primarily driven by $3.9 million of restructuring costs related to Project Fortify, increased compensation expense and higher consulting costs, partially offset by lower insurance-related costs.

Backlog

Backlog is an operating measure used by management to assess future potential sales revenue. Backlog is defined as the dollar amount of signed contracts or firm orders, generally as a result of a competitive bidding process, which is expected to be recognized as revenue. Backlog is not a term defined under U.S. GAAP and is not a measure of contract profitability. Backlog should not be used as the sole indicator of future revenue because we have a substantial number of projects with short lead times that book-and-bill within the same reporting period that are not included in backlog.

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~~Fiscal~~Architectural ~~2022~~Framing Compared to Fiscal 2021. Net sales increased 7.4 percent, or $37.8 million, from fiscal 2021, primarily reflecting flow-through from pricing actions taken to offset inflation, partially offset by lower volume. Systems

~~The~~As ~~segment~~of ~~had~~fiscal ~~operating~~2024 ~~income~~year-end, ofsegment backlog was $38200.17 million, ~~and~~compared ~~operating~~to ~~margin~~$243.3 ofmillion at ~~7.0~~the ~~percent~~end inof ~~fiscal~~the ~~2022~~prior year, ~~compared~~reflecting toa andecrease ~~operating~~in ~~loss~~order ~~of $29~~volume.0 ~~million~~As ~~and~~part ~~operating~~of ~~margin~~the actions of ~~(5.7)~~Project ~~percent~~Fortify, inwe ~~fiscal~~expect ~~2021,~~to ~~reflecting~~phase ~~the~~out ~~impact~~this ofsegment's alonger-cycle ~~$53.0~~project ~~million~~business ~~impairment~~over ~~expense~~time inas ~~fiscal~~the ~~2021,~~segment ~~and~~eliminates ~~$1.7~~certain ~~million~~lower-margin product and $4service offerings.4 ~~million~~As ofa ~~restructuring~~result, ~~charges~~the majority of projects in ~~fiscal~~this ~~2022~~segment ~~and~~will ~~fiscal~~generally ~~2021,~~be ~~respectively.~~completed ~~These~~in ~~expenses~~six ~~were~~months ~~partially~~or ~~offset~~less byand ~~the~~backlog ~~benefit~~as ofan ~~$2.0~~operating ~~million~~measure ~~and~~will ~~$2.4~~be ~~million~~less effective in ~~fiscal~~assessing ~~2022~~future ~~and~~potential ~~2021,~~sales ~~respectively,~~revenue. ~~from~~Effective ain ~~Canadian~~the ~~wage~~first ~~subsidy~~quarter ~~program~~of ~~offered~~fiscal to2025, ~~Canadian~~backlog ~~businesses~~will ~~impacted~~no bylonger ~~the~~be ~~COVID-19~~reported ~~pandemic~~for this segment.

Architectural Services

(In thousands)	2023			2022			2021			2023 vs. 2022		2022 vs. 2021
Net sales	$	410,627		$	407,421		$	358,685		0.8	%	13.6	%
Operating income (loss)	18,140			(22,071)			15,451			*		*
Operating margin	4.4		%	(5.4)		%	4.3		%
* Indicates calculation not meaningful.

As of fiscal 2024 year-end, backlog in the Architectural Services Segment was $807.8 million, compared to $726.7 million at the end of the prior year, primarily driven by several large project awards in the current year.

~~Fiscal~~Reconciliations ~~2023~~of ~~Compared~~Non-GAAP toFinancial ~~Fiscal 2022. Net sales increased 0.8 percent, or $3.2 million, compared to the prior year, driven by increased volume from executing projects in backlog.~~ Measures

~~The~~Adjusted ~~segment had~~ operating income, ofadjusted ~~$18.1 million and~~ operating margin, ofadjusted ~~4.4~~net ~~percent~~earnings, inadjusted ~~fiscal~~diluted ~~2023,~~earnings ~~compared~~per toshare ~~operating~~(adjusted ~~loss~~diluted ofEPS), ~~$22.1~~adjusted ~~million~~earnings ~~and~~before ~~operating~~interest, ~~margin~~taxes, ofdepreciation and amortization (~~5.4~~adjusted EBITDA), ~~percent~~adjusted inEBITDA ~~fiscal~~margin, ~~2022.~~and ~~The~~adjusted ~~current~~return ~~year~~on ~~reflects~~invested ~~higher~~capital ~~costs~~(ROIC) onare ~~legacy~~supplemental ~~Sotawall~~non-GAAP ~~projects,~~financial ~~partially~~measures ~~offset~~provided by ~~higher~~the ~~volume.~~Company ~~The~~to ~~prior~~assess ~~year~~performance ~~includes~~on ~~the~~a ~~impact~~more ofcomparable ~~$49.5~~basis ~~million~~from ~~impairment~~period-to-period ~~expense, partially offset~~ by ~~benefit~~excluding ofamounts athat ~~$2.9~~management ~~million~~does ~~from~~not aconsider ~~Canadian~~part ~~wage~~of ~~subsidy~~core ~~program~~operating ~~offered~~results. toManagement ~~Canadian~~uses ~~businesses~~these ~~impacted~~non-GAAP bymeasures ~~the~~as ~~COVID-19~~noted ~~pandemic.~~below:

As•We ofuse ~~fiscal~~adjusted ~~2023~~operating ~~year-end~~income, ~~backlog~~adjusted inoperating ~~the Architectural Services segment was $726.7 million~~margin, ~~compared~~adjusted ~~to $664.9~~net ~~million at the end of the prior year~~earnings, ~~due to timing of firm orders, signed contracts~~ and aadjusted ~~geographic~~diluted ~~expansion~~EPS ~~initiative expected~~ to ~~result~~provide inmeaningful ~~revenues~~supplemental ininformation ~~fiscal~~about ~~2024.~~our Weoperating ~~expect~~performance ~~approximately~~by 54excluding ~~percent~~amounts ofthat ~~the~~are ~~backlog~~not inconsidered ~~this~~part ~~segment~~of tocore beoperating ~~filled~~results ~~during fiscal 2024, with the remainder expected~~ to beenhance ~~filled~~comparability ~~in fiscal 2025 and beyond; however, the timing~~ of ~~backlog~~results ~~may~~from beperiod ~~impacted~~to ~~by project delays~~period. ~~Backlog, a non-GAAP financial measure, and the implication thereof, is described within the Architectural Framing Systems discussion above.~~

~~Fiscal~~•Adjusted ~~2022~~EBITDA ~~Compared~~represents toadjusted ~~Fiscal~~net ~~2021.~~earnings ~~Net~~before ~~sales~~interest, ~~increased~~taxes, ~~13.6 percent~~depreciation, orand ~~$48~~amortization.7 ~~million,~~We ~~compared~~believe toadjusted ~~fiscal~~EBITDA ~~2021,~~and ~~driven~~adjusted byEBITDA ~~increased~~margin ~~volume~~metrics ~~from~~provide ~~executing~~useful ~~projects~~information into ~~backlog.~~investors and analysts about our core operating performance.

~~The~~•Adjusted ~~segment~~return ~~had~~on aninvested ~~operating~~capital ~~loss of $22.1 million and operating margin of~~ (~~5.4~~ROIC) ~~percent~~is indefined ~~fiscal~~as ~~2022,~~adjusted ~~compared to~~ operating income ofnet ~~$15.5 million and operating margin~~ of ~~4.3 percent in fiscal 2021~~tax, ~~reflecting~~divided ~~the~~by ~~impact~~average ofinvested ~~the $49~~capital.5 ~~million~~We ~~and~~believe ~~$17.1~~this ~~million~~measure ~~impairment~~is ~~expense~~useful in ~~fiscal~~understanding ~~2022~~operational ~~and~~performance ~~fiscal 2021, respectively. These expenses were partially offset by improved volume leverage~~ and ~~strong~~capital ~~project~~allocation ~~execution~~over time, and ~~the~~it ~~benefit~~is ofused ~~$2.9~~as ~~million~~a ~~and~~factor ~~$5.0 million~~ in ~~fiscal~~determining ~~2022~~executive ~~and 2021, respectively, from a Canadian wage subsidy program offered to Canadian businesses impacted by the COVID-19 pandemic~~compensation.

~~Architectural~~These ~~Glass~~non-GAAP measures should be viewed in addition to, and not as an alternative to, the reported financial results of the Company prepared in accordance with GAAP. Other companies may calculate these measures differently, thereby limiting the usefulness of the measures for comparison with other companies.

(In thousands)	2023			2022			2021			2023 vs. 2022			2022 vs. 2021
Reconciliation of Non-GAAP Financial Measures
Net sales	$	316,554		$	309,241		$	330,256		2.4		%	(6.4)		%
Adjusted Operating Income and Adjusted Operating Margin
Operating income	28,610			1,785			18,678			1,502.8		%	(90.4)		%
(Unaudited)
Operating margin	9.0		%	0.6		%	5.7		%
	Year Ended March 2, 2024 (53 weeks)
(In thousands, except percentages)	Architectural Framing Systems			Architectural Glass			Architectural Services			LSO			Corporate and other			Consolidated
Operating income	$	64,833		$	68,046		$	11,840		$	24,233		$	(35,119)		$	133,833
Restructuring costs (1)	5,970			—			2,526			—			3,907			12,403
Adjusted operating income	$	70,803		$	68,046		$	14,366		$	24,233		$	(31,212)		$	146,236
Operating margin	10.8		%	18.0		%	3.1		%	24.4		%	N/M			9.4		%
Restructuring costs (1)	1.0		%	—		%	0.7		%	—		%	N/M			0.9		%
Adjusted operating margin	11.8		%	18.0		%	3.8		%	24.4		%	N/M			10.3		%
	Year Ended February 25, 2023 (52 weeks)
	Architectural Framing Systems			Architectural Glass			Architectural Services			LSO			Corporate and other			Consolidated
Operating income(2)	$	81,875		$	28,610		$	18,140		$	25,348		$	(28,185)		$	125,788
Operating margin(2)	12.6		%	9.0		%	4.4		%	24.3		%	N/M			8.7		%

Fiscal 2023 Compared to Fiscal 2022. Fiscal 2023 net sales increased 2.4 percent, or $7.3 million, over the prior year, primarily driven by improved pricing and mix, more than offsetting lower volume as a result of a fiscal 2022 strategic initiative to exit from two facilities.


(1)			Restructuring costs related to Project Fortify, including $6.2 million of asset impairment charges, $5.9 million of employee termination costs and $0.3 million of other costs.
(2)			For fiscal year 2023, we did not make any adjustments to operating income or operating margin as calculated in accordance with GAAP.

Operating margin increased 840 basis points for the fiscal year ended 2023 compared to the prior year period, primarily driven by improved pricing and productivity gains, which more than offset the impact of inflation. The prior year included $27.1 million of restructuring costs, partially offset by $19.5 million gain on sale of a manufacturing facility in Georgia. 26

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Fiscal 2022 Compared to Fiscal 2021. Fiscal 2022 net sales decreased 6.4 percent, or $21.0 million, over fiscal 2021, primarily reflecting lower volume.


	Reconciliation of Non-GAAP Financial Measures
	Adjusted Net Earnings and Adjusted Diluted Earnings Per Share
	(Unaudited)
						Diluted per share amounts
		Year Ended				Year Ended
		March 2, 2024		February 25, 2023		March 2, 2024		February 25, 2023
(In thousands, except per share amounts)		(53 weeks)		(52 weeks)		(53 weeks)		(52 weeks)
Net earnings		$	99,613	$	104,107	$	4.51	$	4.64
Restructuring costs (1)		12,403		—		0.56		—
NMTC Settlement Gain(2)		(4,687)		—		(0.21)		—
Worthless stock deduction and other discrete tax benefits(3)		—		(14,833)		—		(0.66)



Income tax impact on above adjustments (4)		(1,890)		—		(0.09)		—
Adjusted net earnings		$	105,439	$	89,274	$	4.77	$	3.98

Shares outstanding for EPS						22,091		22,416

(1)	Restructuring costs related to Project Fortify, including $6.2 million of asset impairment charges, $5.9 million of employee termination costs and $0.3 million of other costs.
(2)	Realization of a New Markets Tax Credit (NMTC) benefit during the second quarter of fiscal 2024, which was recorded in other (income) expense, net.
(3)	Worthless stock deduction and related discrete income tax benefits from the impairment of the Sotawall business in fiscal 2023, which was recorded in income tax expense.


(4)	Income tax impact calculated using an estimated statutory tax rate of 24.5%, which reflects the estimated blended statutory tax rate for the jurisdictions in which the charge or income occurred.

Operating margin decreased 510 basis points for the fiscal year ended 2022 compared to fiscal 2021, as a result of $27.1 million of restructuring costs fiscal 2022, as well as the impact of higher material and freight costs from inflation, partially offset by $19.5 million gain on sale of a manufacturing facility in Georgia. Fiscal 2021 also included $7.4 million of income related to a New Markets Tax Credit transaction.


Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted EBITDA Margin (Earnings before interest, taxes, depreciation and amortization)
(Unaudited)

	Year Ended
		March 2, 2024			February 25, 2023
(In thousands)		(53 weeks)			(52 weeks)
Net earnings		$	99,613		$	104,107
Income tax expense		29,640			12,514
Interest expense, net		6,669			7,660
Depreciation and amortization		41,588			42,403
EBITDA		$	177,510		$	166,684
Restructuring costs(1)		12,403			—
NMTC settlement gain(2)		(4,687)			—
Adjusted EBITDA		$	185,226		$	166,684
Adjusted EBITDA Margin		13.1		%	11.6		%

Large-Scale Optical Technologies (LSO)


(1)			Restructuring costs related to Project Fortify, including $6.2 million of asset impairment charges, $5.9 million of employee termination costs and $0.3 million of other costs.
(2)			Realization of a New Markets Tax Credit (NMTC) benefit during the second quarter of fiscal 2024, which was recorded in other income (expense), net.

(In thousands)	2023			2022			2021			2023 vs. 2022		2022 vs. 2021
Net sales	$	104,215		$	101,673		$	70,050		2.5	%	45.1	%
Operating income	25,348			23,618			31,203			7.3	%	(24.3)	%
Operating margin	24.3		%	23.2		%	44.5		%

~~Fiscal~~Table ~~2023~~of ~~Compared to Fiscal 2022. Fiscal 2023 net sales increased 2.5 percent, or $2.5 million, compared to the prior year, reflecting improved pricing.~~ Contents

Operating margin increased 110 basis points over the prior year reflecting improved pricing.


Reconciliation of Non-GAAP Financial Measures
Adjusted Return on Invested Capital Reconciliation
(Unaudited)
		Year Ended
			March 2, 2024			February 25, 2023
(In thousands, except percentages)			(53 weeks)			(52 weeks)
Operating income			$	133,833		$	125,788

Restructuring costs (1)			12,403			—

Adjusted operating income			$	146,236		$	125,788

Tax adjustment (2)			35,828			30,818
Adjusted operating income after taxes			$	110,408		$	94,970
Average invested capital (3)			$	668,555		$	686,124
Adjusted return on invested capital (ROIC) (4)			16.5		%	13.8		%

(1)	Restructuring costs related to Project Fortify, including $6.2 million of asset impairment charges, $5.9 million of employee termination costs and $0.3 million of other costs.
(2)	Income tax impact calculated using an estimated statutory tax rate of 24.5%, which reflects the estimated blended statutory tax rate for the jurisdictions in which the charge or income occurred.
(3)	Average invested capital represents a trailing five quarter average of total assets less average current liabilities (excluding current portion long-term debt).
(4)	Adjusted ROIC calculated by dividing adjusted operating income after taxes by average invested capital

Fiscal 2022 Compared to Fiscal 2021. Fiscal 2022 net sales increased 45.1 percent, or $31.6 million, compared to fiscal 2021, reflecting a more favorable sales mix, as demand recovered from the impact of COVID in the prior year period. In fiscal 2021, most of the segment's customers and the segment's manufacturing operations were closed for a large part of the first and second quarters to comply with COVID-related government directives.

The segment had operating margin of 23.2 percent in fiscal 2022, compared to operating margin of 44.5 percent in fiscal 2021. This was primarily due to a $19.3 million gain on the sale-leaseback of a building recognized during the third quarter of fiscal 2021, partially offset by the impacts of the temporary shutdown and the related lower volume.

Liquidity and Capital Resources

(In thousands)	2023		2022		2021
Operating Activities
Net cash provided by operating activities	$	102,696	$	100,471	$	141,863
Investing Activities
Capital expenditures	(45,177)		(21,841)		(26,165)
Proceeds on sale of property	7,755		30,599		25,108
Net cash (used) provided by investing activities	(27,710)		9,283		(2,147)
Financing Activities
Borrowings (payments) on line of credit, net	158,014		—		(47,739)
Repayments on debt	(151,000)		(2,000)		(5,400)
Repurchase and retirement of common stock	(74,312)		(100,414)		(32,878)
Dividends paid	(19,670)		(20,266)		(19,601)
Net cash used by financing activities	(91,023)		(120,572)		(107,876)

We rely on cash provided by operations for our material cash requirements, including working capital needs, capital expenditures, satisfaction of contractual commitments (including principal and interest payments on our outstanding indebtedness) and shareholder return through dividend payments and share repurchases.

WeOperating ~~rely~~Activities. onNet cash provided by ~~operations~~operating ~~for~~activities ~~the~~was ~~Company’s~~$204.2 ~~material cash requirements~~million, ~~including~~compared ~~working~~to ~~capital~~$102.7 ~~needs~~million, ~~capital~~primarily ~~expenditures,~~driven ~~satisfaction~~by offavorable ~~contractual~~changes ~~commitments~~in ~~(including~~working ~~principal and interest payments on our outstanding indebtedness) and shareholder return through dividend payments and share repurchases~~capital.

~~Operating~~Investing Activities. ~~Cash~~Net ~~provided~~cash used by ~~operating~~investing activities was $~~102~~43.7 million ~~in fiscal 2023~~, ancompared ~~increase~~to of $227.27 million. ~~from~~Capital expenditures were the primary use of cash in fiscal ~~2022~~2024, ~~primarily~~largely driven by ~~higher~~strategic ~~net~~investments ~~earnings,~~to ~~which~~fund ~~more~~a ~~than~~capacity ~~offset~~expansion ~~increased~~in ~~working~~our ~~capital~~Large-Scale ~~related~~Optical toSegment ~~revenue growth~~ and ~~inflation~~to ~~during~~enhance ~~the~~productivity ~~current~~through ~~fiscal year~~automation.

23Financing Activities. Net cash used by financing activities was $144.6 million, compared to $91.0 million, primarily driven by higher net debt repayments in the current year period, partially offset by lower share repurchases.

Additional Liquidity Considerations. We periodically evaluate our liquidity requirements, cash needs and availability of debt resources relative to acquisition plans, significant capital plans, and other working capital needs.

As of the end of fiscal 2024, we had a committed revolving credit facility in the U.S. with maximum borrowings of up to $385 million, with a maturity date of August 5, 2027, and two Canadian committed, revolving credit facilities totaling $25 million (USD). At March 2, 2024, we had outstanding borrowings under our revolving credit facility of $50.0 million, while there were no outstanding borrowings under the Canadian committed, revolving credit facilities. We are required to make periodic interest payments on our outstanding indebtedness, and future interest payments will be determined based on the amount of outstanding borrowings and prevailing interest rates during that time.

Our revolving credit facilities contain two maintenance financial covenants that require us to stay below a maximum debt-to-EBITDA ratio of 3.25 and maintain a minimum ratio of EBITDA-to-interest expense of 3.00. Both ratios are computed quarterly, with EBITDA calculated on a rolling four-quarter basis. At March 2, 2024, we were in compliance with both financial covenants (which are identical in all three of our revolving credit facilities).

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~~Investing~~The ~~Activities.~~revolving ~~Net~~credit ~~cash~~facilities ~~used~~also bycontain ~~investing~~an ~~activities~~acquisition ~~was $27~~holiday.7 ~~million~~In inthe ~~fiscal~~event ~~2023,~~we ~~compared~~make toan ~~net~~acquisition ~~cash provided by investing activities of $9.3 million in fiscal 2022. Capital expenditures~~ for which the ~~current~~purchase ~~fiscal~~price ~~year~~is ~~were~~greater ~~$45.2~~than ~~million, compared to~~ $~~21.8~~75 million ~~in the prior year~~, as we ~~increased~~can ~~investments~~elect ~~in projects~~ to ~~support~~increase ~~our~~the ~~growth~~maximum ~~strategy.~~debt-to-EBITDA ~~The~~ratio ~~current~~to ~~fiscal year included $7~~3.875 ~~million~~for ofa ~~proceeds~~period ~~from sale~~ of ~~property,~~four ~~while~~consecutive fiscal ~~2022 included $30.6 million of proceeds from property sales~~quarters, ~~primarily~~commencing ~~related~~with to the ~~sale~~fiscal ofquarter ~~our~~in ~~Architectural~~which ~~Glass~~a ~~manufacturing~~qualifying ~~facility~~acquisition ~~in Georgia~~occurs. ~~Fiscal~~No ~~2021~~more ~~included~~than ~~$25.1~~two ~~million~~acquisition of"holidays" ~~proceeds~~can ~~from~~occur ~~sale~~during ofthe ~~property,~~term ~~primarily~~of ~~related~~the tofacilities, ~~the~~and ~~sale~~at ofleast antwo ~~LSO~~fiscal ~~manufacturing~~quarters ~~facility~~must inseparate ~~Illinois.~~qualifying acquisitions.

~~Financing~~Borrowings ~~Activities.~~under ~~Net~~the ~~cash~~credit ~~used~~facilities bybear ~~financing~~floating ~~activities~~interest ~~was~~at ~~$91.0~~either ~~million~~the inBase ~~fiscal~~Rate ~~2023,~~or ~~compared~~Term toSecured ~~$120.6~~Overnight ~~million~~Financing inRate ~~fiscal~~(SOFR), ~~2022. In fiscal 2023~~or, wein ~~paid~~the ~~dividends~~case ~~totaling~~of ~~$19.7~~the ~~million~~Canadian ~~and repurchased 1~~facilities,~~571,139~~ ~~shares~~Canadian ~~under~~Overnight ~~our~~Repo ~~authorized~~Rate ~~share~~Average ~~repurchase~~(CORRA) ~~program~~plus, atin each, a ~~total~~margin ~~cost~~based ofon ~~$74.3~~the ~~million.~~Leverage WeRatio ~~repurchased~~(as ~~2,292,846~~defined ~~shares~~in ~~under~~ the ~~program~~Credit inAgreements). ~~fiscal~~For ~~2022~~Base ~~and~~Rate 1borrowings,~~177,704~~ ~~shares under~~ the ~~program~~margin inranges ~~fiscal~~from ~~2021~~0.125% Weto ~~have~~0.75%. ~~repurchased~~For aTerm ~~total~~SOFR ofand ~~10,996,601~~CORRA ~~shares~~borrowings, ~~at a total cost of $381.6 million, since~~ the ~~2004~~margin ~~inception~~ranges offrom ~~this program~~1.125% ~~We have remaining authority~~ to ~~repurchase~~ 1.75%,~~253,399~~ ~~shares~~with ~~under~~an ~~this~~incremental ~~program,~~Term ~~which~~SOFR ~~has no expiration date,~~ and weCORRA ~~will~~adjustment ~~continue~~of to0.10% ~~evaluate making future share repurchases, depending on our cash flow~~ and ~~debt levels~~0.29547%, ~~market conditions, and other potential uses of cash~~respectively.

~~Additional~~The ~~Liquidity Considerations~~U.S. Wefacility ~~periodically~~also ~~evaluate~~contains ~~our~~an ~~liquidity~~"accordion" ~~requirements~~provision. Under this provision, ~~capital~~we ~~needs~~can ~~and~~request ~~availability~~that ofthe ~~resources~~facility inbe ~~view~~increased ofby ~~inventory~~as ~~levels,~~much ~~expansion~~$200.0 ~~plans,~~million. ~~and~~Any ~~other~~Lender ~~working~~may ~~capital~~elect ~~needs.~~or decline to participate in the requested increase at the Lender’s sole discretion.

AsAdditionally, ofat ~~the~~March ~~end~~2, ~~of fiscal 2023~~2024, we had a ~~committed~~total ~~revolving credit facility with maximum borrowings~~ of ~~up to~~ $~~385~~15.0 million, ~~with~~of aongoing ~~maturity~~letters of ~~August 2027, and two Canadian committed, revolving~~ credit ~~facilities~~related ~~totaling~~to ~~$25~~industrial ~~million~~revenue ~~(USD). At February 25~~bonds, ~~2023,~~construction wecontracts ~~had~~and ~~outstanding~~insurance ~~borrowings~~collateral ~~under~~that ~~our~~expire ~~revolving~~in ~~credit~~fiscal ~~facility~~year of2025 ~~$156.0 million~~ and ~~$1.8~~reduce ~~million~~borrowing ~~outstanding~~capacity under the ~~Canadian~~U.S. ~~committed,~~ revolving credit ~~facilities~~facility. WeAs ~~are~~of ~~required~~March to2, ~~make periodic interest payments on our outstanding indebtedness~~2024, ~~and future interest payments will be determined based on~~ the amount ofavailable ~~outstanding~~for revolving borrowings ~~and~~under ~~prevailing~~the ~~interest~~U.S ~~rates~~credit ~~during~~facility ~~that~~was ~~time~~$320.0 million.

~~Our~~We ~~revolving~~acquire ~~credit~~the ~~facility~~use ~~contains~~of ~~two~~certain ~~maintenance~~assets ~~financial~~through ~~covenants~~operating ~~that~~leases, ~~require~~such usas toproperty, ~~stay~~manufacturing ~~below~~equipment, avehicles ~~maximum~~and ~~debt-to-EBITDA~~other ~~ratio~~equipment. ~~and~~Future ~~maintain~~payments afor ~~minimum~~such ~~ratio~~leases, excluding leases with initial terms of ~~interest~~one ~~expense-to-EBITDA~~year or less, were $44.8 ~~Both~~million ~~ratios~~at ~~are~~March ~~computed~~2, ~~quarterly~~2024, with ~~EBITDA~~$12.5 ~~calculated~~million onpayable awithin ~~rolling~~the ~~four-quarter~~next ~~basis~~12 months. AtSee ~~February~~Note ~~25,~~8 ~~2023,~~- weLeases ~~were~~of the Notes to Consolidated Financial Statements included in ~~compliance~~Item ~~with~~8 ~~both~~of ~~financial~~this ~~covenants.~~Form 10-K for further detail surrounding our lease obligations and the timing of expected future payments.

WeAs ~~acquire the use~~ of ~~certain~~March ~~assets through operating leases~~2, ~~such as property~~2024, ~~manufacturing~~we ~~equipment,~~had ~~vehicles and other equipment~~$41.2 ~~Future~~million ~~payments~~of ~~for~~open ~~such~~purchase ~~leases~~obligations, ~~excluding leases with initial terms~~ of ~~one~~which ~~year~~payments ortotaling ~~less, were~~ $4833.87 million atare ~~February~~expected ~~25,~~to ~~2023,~~become ~~with~~due ~~$12.5 million payable~~ within the next 12 months. ~~Refer~~These topurchase ~~Note~~obligations 8primarily -relate ~~Leases of the notes~~ to ~~consolidated~~raw ~~financial~~material ~~statements included in Item 8~~commitments. ~~Financial Statements and Supplementary Data for further detail surrounding our lease obligations and the timing of expected future payments.~~

AsWe ofexpect ~~February~~to ~~25,~~make ~~2023,~~contributions ~~we had $241.7 million~~ of ~~open~~approximately ~~purchase obligations, of which payments totaling~~ $~~206~~0.94 million ~~are expected~~ to ~~become~~our ~~due~~defined-benefit ~~within~~pension ~~the~~plans ~~next~~in 12fiscal ~~months.~~2025, ~~These~~which ~~purchase~~will ~~obligations~~equal ~~primarily~~or ~~relate~~exceed toour ~~raw~~minimum ~~material~~funding ~~commitments~~requirements.

WeAs ~~expect~~of toMarch ~~make~~2, ~~contributions~~2024, we had reserves of ~~approximately~~$5.1 million and $0.74 million tofor ~~our defined~~long-~~benefit~~term ~~pension~~unrecognized ~~plans~~tax inbenefits ~~fiscal~~and ~~2024~~environmental liabilities, respectively. We are unable to reasonably estimate in which ~~will~~future ~~equal~~periods orthe ~~exceed~~remaining ~~our~~unrecognized ~~minimum~~tax ~~funding~~benefits ~~requirements~~will ultimately be settled.

AsWe ofare ~~February 25~~required, ~~2023,~~in wethe ~~had~~ordinary ~~reserves~~course of $5business, to provide surety or performance bonds that commit payments to our customers for any non-performance.3 ~~million~~At ~~and~~March 2, 2024, $0463.43 million ~~for~~of ~~long-term~~our ~~unrecognized~~backlog ~~tax~~was ~~benefits~~bonded ~~and~~by ~~environmental~~performance ~~liabilities,~~bonds ~~respectively~~with a face value of $1.3 Webillion. These ~~are~~bonds ~~unable~~have toexpiration ~~reasonably~~dates ~~estimate~~that inalign ~~which~~with ~~future~~completion ~~periods~~of the ~~remaining~~purchase ~~unrecognized~~order ~~tax~~or ~~benefits~~contract. We ~~will~~have ~~ultimately~~not bebeen ~~settled~~required to make any payments under these bonds with respect to our existing businesses.

AtDue ~~February~~to ~~25,~~our ~~2023~~ability to generate strong cash from operations and our borrowing capability under our committed revolving credit facilities, we ~~had~~believe ~~ongoing~~that ~~letters~~our sources of ~~credit~~liquidity ofwill ~~$12~~be adequate to meet our short-term and long-term liquidity and capital expenditure needs.3 ~~million~~In ~~related~~addition, we believe we have the ability to ~~industrial~~obtain ~~revenue~~both ~~bonds~~short-term and long-term debt to meet our financing needs, ~~construction~~including ~~contracts~~additional ~~and~~sources ~~insurance~~of ~~collateral~~debt ~~that~~to ~~expire~~finance potential material acquisitions for the foreseeable future. We also believe we will be able to operate our business so as to continue to be in ~~fiscal~~compliance ~~2024~~with ~~and~~our ~~reduce~~existing ~~borrowing~~debt ~~capacity~~covenants ~~under~~over the ~~revolving~~next ~~credit~~fiscal ~~facility~~year.

In addition to the above standby letters of credit, we are required, in the ordinary course of business, to provide surety or performance bonds that commit payments to our customers for any non-performance. At February 25, 2023, $523.0 million of our backlog was bonded by performance bonds with a face value of $1.4 billion. These bonds do not have stated expiration dates, as we are released from the bonds upon completion of the contract. We have not been required to make any payments under these bonds with respect to our existing businesses.

We had total cash and cash equivalents, excluding restricted cash, of $19.9 million, and $216.7 million available under our committed revolving credit facility, at February 25, 2023. Due to our ability to generate strong cash from operations and our borrowing capability under our committed revolving credit facility, we believe that our sources of liquidity will be adequate to meet our short-term and long-term liquidity and capital expenditure needs. In addition, we believe we have the ability to obtain both short-term and long-term debt to meet our financing needs, including additional sources of debt to finance potential

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material acquisitions for the foreseeable future. We also believe we will be able to operate our business so as to continue to be in compliance with our existing debt covenants over the next fiscal year.

We continually review our portfolio of businesses and their assets and how they support our business strategy and performance objectives. As part of this review, we may acquire other businesses, pursue geographic expansion, take actions to manage capacity and further invest in, divest and/or sell parts of our current businesses.

Outlook

The Company is providing initial guidance for fiscal year 2024, with earnings per diluted share expected in the range of $3.90 to $4.25. Fiscal 2024 will be a 53-week year, with an extra week in the fourth quarter. Including the extra week of operations, the company expects flat to slightly declining revenue compared to fiscal 2023, primarily reflecting expected lower volume in Architectural Services. The company continues to expect a long-term average tax rate of approximately 24.5 percent, and forecasts capital expenditures in fiscal 2024 between $50 to $60 million.

Recently Issued Accounting Pronouncements

See Note 1 of the Notes to Consolidated Financial Statements within Item 8 of this Form 10-K for information pertaining to recently issued accounting pronouncements, incorporated herein by reference.

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Critical Accounting Policies and Estimates

Our analysis of operations and financial condition is based on our consolidated financial statements prepared in accordance with U.S. GAAP. Preparation of these consolidated financial statements requires us to make estimates and assumptions affecting the reported amounts of assets and liabilities at the date of the consolidated financial statements, reported amounts of revenues and expenses during the reporting period and related disclosures of contingent assets and liabilities. In developing these estimates and assumptions, a collaborative effort is undertaken involving management across the organization, including finance, sales, project management, quality, risk, legal and tax, as well as outside advisors, such as consultants, engineers, lawyers and actuaries. Our estimates are evaluated on an ongoing basis and are drawn from historical experience and other assumptions that we believe to be reasonable under the circumstances. Actual results could differ under other assumptions or circumstances.

We consider the following items in our consolidated financial statements to require significant estimation or judgment.

Revenue recognition

We generate revenue from the design, engineering and fabrication of architectural glass, curtainwall, window, storefront and entrance systems, and from installing those products on ~~commercial~~non-residential buildings. We also manufacture value-added glass and acrylic products. Due to the diverse nature of our operations and various types of contracts with customers, we have businesses that recognize revenue over time and businesses that recognize revenue at a point in time. We believe the most significant areas of estimation and judgment ~~relate~~are related to ~~over-time~~our businesses that recognize revenue ~~recognition~~using onthe ~~longer~~over-~~term~~time ~~contracts~~input method.

WeApproximately ~~have three businesses~~34% ~~which operate under long-term, fixed-price contracts, representing approximately 36 percent~~ of our total revenue in fiscal ~~February~~2024 25was from longer-term, ~~2023~~fixed-price contracts. The contracts for these businesses have a single, bundled performance obligation, as these businesses generally provide interrelated products and services and integrate these products and services into a combined output specified by the customer. The customer obtains control of this combined output, generally integrated window systems or installed window and curtainwall systems, over time. We measure progress on these contracts following an input method, by comparing total costs incurred to-date to the total estimated costs for the contract, and record that proportion of the total contract price as revenue in the period. Contract costs include materials, labor and other direct costs related to contract performance. We believe this method of recognizing revenue is consistent with our progress in satisfying our contract obligations.

Due to the nature of the work required under these long-term contracts, the estimation of total revenue and costs incurred and remaining to complete on a project is subject to many variables and requires significant judgment. It is common for these contracts to contain potential bonuses or penalties which are generally awarded or charged upon certain project milestones or cost or timing targets, and can be based on customer discretion. We estimate variable consideration at the most likely amount to which we expect to be entitled. We include estimated amounts in the transaction price to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on our assessments of anticipated performance and all information (historical, current and forecasted) that is reasonably available to us.

Long-term contracts are often modified to account for changes in contract specifications and requirements of work to be performed. We consider contract modifications to exist when the modification, generally through a change order, either creates new or changes existing enforceable rights and obligations, and we evaluate these types of modifications to determine whether they may be considered distinct performance obligations. In many cases, these contract modifications are for goods or services that are not distinct from the existing contract, due to the significant integration service provided in the context of the contract. Therefore, these modifications are generally accounted for as part of the existing contract. The effect of a contract modification on the transaction price and our measure of progress is recognized as an adjustment to revenue, generally on a cumulative catch-up basis.

25Due to the significant judgments utilized in our revenue recognition on long-term contracts, if subsequent actual results and/or updated assumptions, estimates, or projections were to change from those utilized at March 2, 2024, it could result in a material impact to our results of operations in the future.

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new or changes existing enforceable rights and obligations, and we evaluate these types of modifications to determine whether they may be considered distinct performance obligations. In many cases, these contract modifications are for goods or services that are not distinct from the existing contract, due to the significant integration service provided in the context of the contract. Therefore, these modifications are generally accounted for as part of the existing contract. The effect of a contract modification on the transaction price and our measure of progress is recognized as an adjustment to revenue, generally on a cumulative catch-up basis.

Due to the significant judgments utilized in our revenue recognition on long-term contracts, if subsequent actual results and/or updated assumptions, estimates, or projections were to change from those utilized at February 25, 2023, it could result in a material impact to our results of operations.

Impairment of goodwill and indefinite-lived intangible assets

Goodwill

We evaluate goodwill for impairment annually on the first day in our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate the carrying value of the goodwill may not be recoverable. Evaluating goodwill for impairment involves the determination of the fair value of each reporting unit in which goodwill is recorded using a qualitative or quantitative analysis. A reporting unit is an operating segment, or a component of an operating segment, for which discrete financial information is available and is reviewed by segment management on a regular basis.

At the beginning of the first quarter of fiscal 2023, we began management of the Sotawall and Harmon businesses under the Architectural Services segment in order to create a single, unified offering for larger custom curtainwall projects. In connection with the transition, leadership of our Sotawall and Harmon businesses have been combined to form the Architectural Services reporting unit. We evaluated goodwill on a qualitative basis prior to and subsequent to this change for these reporting units and concluded no adjustment to the carrying value of goodwill was necessary as a result of this change. Concurrent with this change in composition of the operating segments, which was effective at the start of our first quarter of fiscal 2023, goodwill was reallocated to the affected reporting units within each operating segment, using a relative fair value approach as outlined in ASC 350, Intangibles - Goodwill and Other. The reporting units for our fiscal 2023 annual impairment test align with reporting segments, with the exception of our Architectural Framing Systems segment. This segment contains two reporting units, Window and Wall Systems and Storefront and Finishing Solutions, which represent $54.5 million and $35.7 million, of the goodwill balance at February 25, 2023, respectively.30

For our fiscal 2023 annual impairment test, we elected to bypass the qualitative assessment process and proceed directly to comparing the fair value of each of our reporting units to carrying value, including goodwill. If fair value exceeds the carrying value, goodwill impairment is not indicated. If the carrying amount of a reporting unit is higher than its estimated fair value, the excess is recognized as an impairment expense.

We estimate the fair value of a reporting unit using both the income approach and the market approach. The income approach uses a discounted cash flow methodology that involves significant judgment and projections of future performance. Assumptions about future revenues and future operating expenses, capital expenditures and changes in working capital are based on the annual operating plan and other business plans for each reporting unit. These plans take into consideration numerous factors, including historical experience, current and future operational plans, anticipated future economic conditions and growth expectations for the industries and end markets in which we participate. These projections are discounted using a weighted-average cost of capital, which considers the risk inherent in our projections of future cash flows. We determine the weighted-average cost of capital for this analysis by weighting the required returns on interest-bearing debt and common equity capital in proportion to their estimated percentages in an expected capital structure, using published data where possible. We used discount rates that are commensurate with the risks and uncertainties inherent in the respective businesses and in the internally developed forecasts. The market approach uses a multiple of earnings and revenue based on publicly traded companies.

Based on these analyses, estimated fair value exceeded carrying value at all of our reporting units. The discounted cash flow projections used in these analyses are dependent upon achieving forecasted levels of revenue and profitability. If revenue or profitability were to fall below forecasted levels, or if market conditions were to decline in a material or sustained manner, impairment could be indicated at our reporting units and we could incur non-cash impairment expense that would negatively impact our net earnings. For example, keeping all other assumptions constant, a 100 basis point increase in the weighted average cost of capital would cause the estimated fair values of our reporting units to decrease in the range of $20 million to $45 million. In addition, keeping all other assumptions constant, a 100 basis point reduction in the long-term growth rate would cause the estimated fair values of our reporting units to decrease in the range of $9 million to $20 million. Given the amounts by which the fair value exceeds the carrying value for each of our reporting units, the decreases in estimated fair values described above would not have significantly impacted the results of our impairment tests.

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The reporting units for our fiscal 2024 annual impairment test align with our reporting segments, with the exception of our Architectural Framing Systems Segment. This segment contains two reporting units, Window and Wall Systems and Storefront and Finishing Solutions, which represent $53.6 million and $35.7 million, of the goodwill balance at March 2, 2024, respectively. During the fourth quarter of fiscal 2024, as a result of an announced restructuring plan, we reassessed our reporting units, which led to a combination of the Window and Wall Systems and Storefront and Finishing Solutions reporting units into one Architectural Framing Systems reporting unit. We evaluated goodwill on a qualitative basis prior to and subsequent to this change and concluded that no adjustment to the carrying value of goodwill was necessary as a result of this change. In addition, no qualitative indicators of impairment were identified during the fourth quarter of fiscal 2024. Following this change, we have four reporting units, which align with our reporting segments.

For our fiscal 2024 annual impairment test, we elected to bypass the qualitative assessment process and proceed directly to comparing the fair value of each of our reporting units to carrying value, including goodwill. If fair value exceeds the carrying value, goodwill impairment is not indicated. If the carrying amount of a reporting unit is higher than its estimated fair value, the excess is recognized as an impairment expense.

Based on these analyses, estimated fair value exceeded carrying value at all of our reporting units. The discounted cash flow projections used in these analyses are dependent upon achieving forecasted levels of revenue and profitability. If revenue or profitability were to fall below forecasted levels, or if market conditions were to decline in a material or sustained manner, impairment could be indicated at our reporting units and we could incur non-cash impairment expense that would negatively impact our net earnings. For example, keeping all other assumptions constant, a 100 basis point increase in the weighted average cost of capital would cause the estimated fair values of our reporting units to decrease in the range of $17 million to $46 million. In addition, keeping all other assumptions constant, a 100 basis point reduction in the long-term growth rate would cause the estimated fair values of our reporting units to decrease in the range of $7 million to $20 million. Given the amounts by which the fair value exceeds the carrying value for each of our reporting units, the decreases in estimated fair values described above would not have significantly impacted the results of our impairment tests.

Indefinite-lived intangible assets

We have intangible assets for certain acquired trade names and trademarks which ~~are~~we have determined to have indefinite useful lives. We evaluate the reasonableness of the useful lives and test indefinite-lived intangible assets for impairment annually at the same measurement date as goodwill, the first day of our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. We bypassed a qualitative assessment and performed a quantitative impairment test to compare the fair value of each indefinite-lived intangible asset with its carrying value. If the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment expense is recognized in an amount equal to that excess. If an impairment expense is recognized, the adjusted carrying amount becomes the asset's new accounting basis.

~~Fair~~For ~~value~~our isfiscal ~~measured~~2024 ~~using~~annual ~~the~~impairment ~~relief-from-royalty~~test, ~~method.~~we ~~This~~bypassed ~~method~~a ~~assumes~~qualitative ~~the~~assessment ~~trade~~and ~~name~~performed ora ~~trademark~~quantitative ~~has~~impairment ~~value~~test to ~~the~~compare ~~extent that~~ the ~~owner~~fair isvalue ~~relieved~~ of ~~the~~each ~~obligation~~indefinite-lived tointangible ~~pay royalties for the benefits received from the~~ asset. ~~This~~with ~~method~~its ~~requires~~carrying ~~estimation of future revenue from the related asset, the appropriate royalty rate, and the weighted average cost of capital. The assessment of fair~~ value ~~involves significant judgment and projections about future performance~~. InIf the ~~fair~~carrying value ~~analysis, we assumed discount rates ranging from 13.0 percent to 13.5 percent, a royalty rate~~ of ~~1.5~~an ~~percent, and a long~~indefinite-~~term~~lived ~~growth~~intangible ~~rate~~asset ofexceeds ~~3.0~~its ~~percent. Based on our annual analysis, the~~ fair value, ofan ~~each~~impairment ofexpense ~~our~~is ~~trade~~recognized ~~names~~in ~~and~~an ~~trademarks exceeded the carrying~~ amount, ~~however,~~equal ~~for~~to ~~our~~that ~~EFCO~~excess. ~~tradename,~~If ~~with~~an aimpairment ~~carrying~~expense ~~value~~is ~~of $23.0 million~~recognized, the ~~fair~~adjusted ~~value of the tradename did not exceed~~ carrying ~~value~~amount bybecomes ~~a significant margin. If our discount rate were to increase by 50 basis points,~~ the ~~fair~~asset's ~~value~~new ofaccounting ~~this tradename could fall below carrying value, which would indicate impairment~~basis.

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Fair value is measured using the relief-from-royalty method. This method assumes the trade name or trademark has value to the extent that the owner is relieved of the obligation to pay royalties for the benefits received from the asset. This method requires estimation of future revenue from the related asset, the appropriate royalty rate, and the weighted average cost of capital. The assessment of fair value involves significant judgment and projections about future performance. In the fair value analysis, we assumed discount rates ranging from 13.5% to 14.0%, a royalty rate of 1.5%, and a long-term growth rate of 3.0%. Based on our annual analysis, the fair value of each of our trade names and trademarks exceeded the carrying amount. The discounted cash flow projections used in these analyses are dependent upon achieving forecasted levels of revenue. If revenue was to fall below forecasted levels, or if market conditions were to decline in a material or sustained manner, impairment could be indicated for our indefinite-lived intangible assets and we could incur non-cash impairment expense that would negatively impact our net earnings. For example, keeping all other assumptions constant, a 100 basis point increase in the weighted average cost of capital would cause the estimated fair values of our indefinite-lived intangibles to fall below carrying value, and would indicate impairment of around $0.4 million.

We continue to conclude that the useful lives of our remaining indefinite-lived intangible assets is appropriate. If future revenue were to fall below forecasted levels or if market conditions were to decline in a material or sustained manner, impairment could be indicated on these indefinite-lived intangible assets.

Reserves for disputes and claims regarding product liability, warranties and other project-related contingencies

We are subject to claims associated with our products and services, principally as a result of disputes with our customers involving the performance or aesthetics of our products, some of which may be covered under our warranty policies. We have in the past and are currently subject to product liability and warranty claims, including certain legal claims related to a commercial sealant product formerly incorporated into our products. We also are subject to project management and installation-related contingencies as a result of our fixed-price material supply and installation service contracts, primarily in our Architectural Services ~~segment~~Segment and certain of our Architectural Framing Systems businesses. The time period from when a claim is asserted to when it is resolved, either by negotiation, settlement or litigation, can be several years. While we maintain various types of product liability insurance, the insurance policies include significant self-retention of risk in the form of policy deductibles. In addition, certain claims could be determined to be uninsured. We also actively manage the risk of these exposures through contract negotiations and proactive project management.

We reserve estimated exposures on known claims, as well as on a portion of anticipated claims for product warranty and rework costs, based on similar historical product liability claims, as a ratio of sales. We also reserve for estimated exposures on other claims as they are known and reasonably estimable.

Income taxes

We are required to make judgments regarding the potential tax effects of various financial transactions and ongoing operations to estimate our obligation to taxing authorities. These tax obligations include income, real estate, franchise and sales/use taxes. Judgments related to income taxes require the recognition in our financial statements that a tax position is more-likely-than-not to be sustained on audit.

Judgment and estimation is required in developing the provision for income taxes and the reporting of tax-related assets and liabilities and, if necessary, any valuation allowances. The interpretation of tax laws can involve uncertainty, since tax authorities may interpret such laws differently. Actual income tax could vary from estimated amounts and may result in favorable or unfavorable impacts to net income, cash flows and tax-related assets and liabilities. In addition, the effective tax rate may be affected by other changes, including the allocation of property, payroll and revenues between states.

We assess the deferred tax assets for recoverability taking into consideration historical and anticipated earnings levels; the reversal of other existing temporary differences; available net operating losses and tax carryforwards; and available tax planning strategies that could be implemented to realize the deferred tax assets. Based on this assessment, management must evaluate the need for, and amount of, a valuation allowance against the deferred tax assets. As facts and circumstances change, adjustment to the valuation allowance may be required.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to ongoing market risk related to changes in interest rates, foreign currency exchange rates and raw material pricing.

Interest Rate Risk

A rise in interest rates could negatively affect the fair value of our fixed income investments, while serving to provide greater long-term return potential on these investments. To manage our direct risk from changes in market interest rates, we actively monitor the interest-sensitive components of our balance sheet, primarily available-for-sale securities, fixed income securities and debt obligations, and maintain a diversified portfolio in order to minimize the impact of changes in interest rates on net earnings and cash flow. We do not hold any financial instruments for trading purposes. We also hedge a portion of the floating interest rate on our long-term line of credit through a floating-to-fixed interest rate swap.

The primary measure of interest rate risk is the simulation of net income under different interest rate environments. If interest rates were to increase or decrease over the next 12 months by 200 basis points, net earnings would be impacted by approximately $01.80 million. Our debt exceeded investments at ~~February~~March 252, ~~2023~~2024, so as interest rates increase, net earnings decrease; as interest rates decrease, net earnings increase.

In addition to the market risk related to interest rate changes on our financial instruments, the ~~commercial~~non-residential construction markets in which our businesses operate are highly affected by changes in interest rates. Increases in interest rates could adversely impact activity in the ~~commercial~~non-residential construction industry and our operating results.

Foreign Currency Exchange Rate Risk

We are subject to market risk due to changes in the value of foreign currencies in relation to our reporting currency, the U.S. dollar.

We have operations in Canada and Brazil, which primarily transact business in local currencies. We manage these operating activities locally. Revenues, costs, assets and liabilities of these operations are generally denominated in local currencies, thereby mitigating some of the risk associated with changes in foreign exchange rates. However, our consolidated financial results are reported in U.S. dollars. Thus, changes in exchange rates between the Canadian dollar and Brazilian Real, versus the U.S. dollar, will impact our reported financial results. From time to time, we enter into forward purchase foreign currency contracts, generally with an original maturity date of less than one year, to hedge foreign currency risk (~~refer~~see ~~to additional discussion within~~ Note 4 of the Notes to Consolidated Financial Statements in Item 8 of this Form 10-K). Sales from our domestic operations are generally denominated in U.S. dollars.

Raw Material Pricing Risk

We are subject to market risk exposure related to volatility in the prices of aluminum and lumber, among other raw materials and supplies used in our end products. A significant amount of our cost of sales relates to materials costs. The commodities markets, which include the aluminum industry, are highly cyclical in nature. As a result, commodity costs can be volatile~~, as we have experienced from time to time during recent fiscal quarters, and may become more volatile in the future~~. Commodity costs are influenced by numerous factors beyond our control, including general economic conditions, the availability of raw materials, competition, labor costs, freight and transportation costs, production costs, import duties and other trade restrictions.

We principally manage our exposures to the market fluctuations in the aluminum industry through fixed/floating rate swaps and forward purchase agreements. Although we have the ability to purchase aluminum from a number of suppliers, a production cutback by one or more of our current suppliers could create challenges in meeting delivery schedules to our customers. The prices we offer to our customers are also impacted by changes in commodity costs. We manage the alignment of the cost of our raw materials and the prices offered to customers, and attempt to pass changes to raw material costs through to our customers. To improve our management of commodity costs, we attempt to maintain inventory levels not in excess of our production requirements.

We cannot accurately calculate the pre-tax impact a one percent change in the commodity costs of aluminum and/or lumber would have on our fiscal 2024 operating results, as the change in commodity costs would both impact the cost to purchase materials and the selling prices we offer our customers. The impact to our operating results would significantly depend on the competitive environment and the costs of other alternative products, which could impact our ability to pass commodities costs to our customers.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Management's Annual Report on Internal Control over Financial Reporting

Management of Apogee Enterprises, Inc. and its subsidiaries (the Company) is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) of the Securities Exchange Act of 1934. The Company's internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company's internal control over financial reporting includes those policies and procedures that (1) pertain to maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.

Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of the effectiveness of internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of ~~February~~March 252, ~~2023~~2024, using criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013). The Company's management believes that, as of ~~February~~March 252, ~~2023~~2024, the Company's internal control over financial reporting was effective based on those criteria.

Following this report are reports from the Company's independent registered public accounting firm, Deloitte & Touche LLP, on the Company's consolidated financial statements and on the effectiveness of the Company's internal control over financial reporting as of ~~February~~March 252, ~~2023~~2024.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of

Apogee Enterprises, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Apogee Enterprises, Inc. and subsidiaries (the "Company") as of ~~February~~March 252, ~~2023~~2024 and February 2625, ~~2022~~2023, and the related consolidated results of operations, statements of comprehensive earnings, cash flows, and shareholders' equity, for each of the three years in the period ended ~~February~~March 252, ~~2023~~2024, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of ~~February~~March 252, ~~2023~~2024 and February 2625, ~~2022~~2023, and the results of its operations and its cash flows for each of the three years in the period ended ~~February~~March 252, ~~2023~~2024, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of ~~February~~March 252, ~~2023~~2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated April 2126, ~~2023~~2024, expressed an unqualified opinion on the Company's internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit ~~Matters~~Matter

The critical audit ~~matters~~matter communicated below ~~are~~is ~~matters~~a matter arising from the current-period audit of the financial statements that ~~were~~was communicated or required to be communicated to the audit committee and that (1) ~~relate~~relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit ~~matters~~matter below, providing separate opinions on the critical audit ~~matters~~matter or on the accounts or disclosures to which ~~they~~it ~~relate~~relates.

Net Sales — Revenue Recognition for Long-Term Contracts in the Architectural Services Segment — Refer to Notes 1, 2, and 15 to the consolidated financial statements

The Architectural Services segment, which provides building glass and curtainwall installation services and operates under long-term, fixed-price contracts, accounted for approximately $~~410~~378.64 million, or 2927 percent of total net sales for the year ended ~~February~~March 252, ~~2023~~2024. The contracts for this business typically have a single, bundled performance obligation, as the business generally provides interrelated services and integrates these services into a combined output specified by the customer. The customer obtains control of this combined output, generally installed window and curtainwall systems, over time. The Company measures progress on these contracts following an input method, by comparing total costs incurred to-date to the total estimated costs for the contract and recording that proportion of the total contract price as revenue.

Given the judgments necessary to estimate total costs and profit for the contract performance obligations used to recognize revenue for long-term, fixed-price contracts in the Architectural Services segment, auditing such estimates required extensive audit effort due to the complexity of long-term contracts and a high degree of auditor judgment when performing audit procedures and evaluating the results of those procedures.

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How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to management’s estimates of total costs and profit for the contract performance obligations used to recognize revenue for certain long-term contracts in the Architectural Services segment included, but were not limited to the following:

•We tested the effectiveness of controls over long-term contract revenue ~~in the Architectural Services segment~~, including those over the estimates of total costs and profit for performance obligations.

•We developed an expectation of the amount of total long-term contract revenue ~~in the Architectural Services segment~~ based on prior year margins applied to cost of sales in the current year and compared our expectation to the amount of long-term contract revenue ultimately recorded by management.

•We evaluated management’s ability to estimate total costs and profit by comparing actual costs and profit to management’s historical estimates for performance obligations that have been fulfilled.

•We selected a sample of long-term contracts from the ~~Architectural Services segment~~ contract portfolio and performed the following procedures:

•Evaluated whether the long-term contracts were properly included in management’s calculation of long-term contract revenue based on the terms and conditions of each contract, including whether continuous transfer of control to the customer occurred as progress was made toward fulfillment of the performance obligations.

•Compared the transaction prices to the consideration expected to be received based on current rights and obligations under the long-term contracts and any modifications that were agreed upon with the customers.

•Tested management’s identification of distinct performance obligations by evaluating whether the underlying services are highly interdependent and interrelated.

•Tested the accuracy and completeness of the costs incurred to date for the performance obligations.

•We tested the mathematical accuracy of management’s calculation of long-term contract revenue for the performance obligation.

•Evaluated the estimates of total cost and profit for the performance obligations by:

•Comparing costs incurred to date to the costs management estimated to be incurred to date.

•Evaluating management’s ability to achieve the estimates of total cost and profit by performing corroborating inquiries with the Company’s project managers and engineers, and comparing the estimates to management’s work plans, engineering specifications, and supplier contracts.

•Comparing management’s estimates for the selected contracts to costs and profit of similar performance obligations, when applicable.

Goodwill and Intangible Assets — Window and Wall Systems Reporting Unit and EFCO Trade Name Indefinite-Lived Intangible Asset — Refer to Notes 1 and 6 to the consolidated financial statements

The Company’s evaluation of goodwill and indefinite-lived intangible assets for impairment involves the comparison of the fair value of each reporting unit or indefinite-lived intangible asset to its carrying value. The Company estimates the fair value of its reporting units using both the income approach and the market approach and estimates the fair value of its indefinite-lived trade name intangible assets using the relief-from-royalty method. The determination of fair value involves significant judgment and projections of future performance, including future revenues, future operating expenses, discount rates, and royalty rates. Changes in these assumptions could have a significant impact on either the fair value, the amount of any impairment charge, or both. The Company’s goodwill balance was $129.0 million as of February 25, 2023, of which $54.5 million relates to the Window and Wall Systems reporting unit. The Company’s indefinite-lived intangible assets balance was $26.9 million as of February 25, 2023, of which $23.0 million relates to the EFCO trade name indefinite-lived intangible asset. The fair values exceeded their carrying values as of the measurement date and, therefore, no impairment was identified.

Given the significant judgments made by management to estimate the fair values of the Window and Wall Systems reporting unit and the EFCO trade name indefinite-lived intangible asset, performing audit procedures to evaluate the reasonableness of management's estimates and assumptions related to selection of future revenues, future operating expenses, discount rates, and royalty rates required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to future revenues, future operating expenses, discount rates, and royalty rates used by management to estimate the fair values included the following, among others:

•We tested the effectiveness of controls over management’s goodwill and indefinite-lived intangible assets impairment evaluation, including those over the determination of the fair value, such as controls related to management's selection of future revenues, future operating expenses, discount rates, and royalty rates.

•With the assistance of our fair value specialists, we evaluated the reasonableness of the (1) valuation methodology, (2) discount rates, and (3) royalty rates, including testing the source information underlying the determination of the valuation assumptions, testing the mathematical accuracy of the calculation, and developing a range of independent estimates and

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comparing those to the valuation assumptions selected by management.

•We evaluated the reasonableness of management’s forecasts by comparing the forecasts to (1) historical results, (2) internal communications to management and the Board of Directors, (3) industry information, and (4) forecasted information included in Company press releases, as well as in analyst and industry reports of the Company.

•We evaluated management’s ability to accurately forecast future revenue and future operating expenses by comparing actual results to management’s historical forecasts.

•We evaluated the allocation of the Company’s estimated fair value to its reporting units and the comparison of the Company’s estimated fair value to its market capitalization.

/s/ Deloitte & Touche LLP

Minneapolis, MN

April 2126, ~~2023~~2024

We have served as the Company's auditor since fiscal 2003.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of

Apogee Enterprises, Inc.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Apogee Enterprises, Inc. and subsidiaries (the “Company”) as of ~~February~~March 252, ~~2023~~2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of ~~February~~March 252, ~~2023~~2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended ~~February~~March 252, ~~2023~~2024, of the Company and our report dated April 2126, ~~2023~~2024, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP

Minneapolis, MN

April 2126, ~~2023~~2024

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CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)	~~February~~March 252, ~~2023~~2024		February 2625, ~~2022~~2023
Assets
Current assets
Cash and cash equivalents	$	1937,~~924~~216	$	3719,~~583~~924
Restricted cash	~~1,549~~—		—1,549
Receivables, net	~~223~~173,~~101~~557		~~168~~197,~~592~~267
Inventories	78,441		80,494
Inventories, net	69,240		78,441
Costs and earnings on contracts in excess of billings	33,569		30,403
Contract assets	49,502		59,403
Other current assets	2629,~~517~~124		2026,~~820~~517
Total current assets	~~383~~358,~~101~~639		~~337~~383,~~892~~101
Property, plant and equipment, net	~~248~~244,~~867~~216		~~249~~248,~~995~~867
Operating lease right-of-use assets	4140,~~354~~221		4741,~~912~~354
Goodwill	129,~~026~~182		~~130~~129,~~102~~026
Intangible assets	67,375		72,481
Intangible assets, net	66,114		67,375
Other non-current assets	45,~~642~~692		4945,~~481~~642
Total assets	$	~~915~~884,~~365~~064	$	~~887~~915,~~863~~365
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable	$	8684,~~549~~755	$	9286,~~104~~549
Accrued payroll and related benefits	51,651		50,977
Accrued compensation and benefits	53,801		51,651
Billings in excess of costs and earnings on uncompleted contracts	25,595		8,659
Contract liabilities	34,755		28,011
Operating lease liabilities	1112,~~806~~286		1211,~~744~~806
Current portion long-term debt	—		1,000
Other current liabilities	59,108		64,532
Other current liabilities	66,948		67,462
Total current liabilities	244,705		242,549
Total current liabilities	242,549		232,946
Long-term debt	62,000		169,837
Long-term debt	169,837		162,000
Non-current operating lease liabilities	31,907		33,072
Non-current operating lease liabilities	33,072		39,591
Non-current self-insurance reserves	30,552		29,316
Non-current self-insurance reserves	29,316		22,544
Other non-current liabilities	43,875		44,183
Other non-current liabilities	44,183		44,583
Commitments and contingent liabilities (Note 10)
Shareholders’ equity
Common stock of $0.33-1/3 par value; authorized 50,000,000 shares; issued and outstanding 22,224,299 and 23,701,491 shares, respectively	7,408		7,901
Junior preferred stock of $1.00 par value; authorized 200,000 shares; zero issued and outstanding	—		—
Additional paid-in capital	146,816		149,713
Common stock of $0.33-1/3 par value; authorized 50,000,000 shares; issued and outstanding 22,089,265 and 22,224,299 shares, respectively	7,363		7,408
Retained earnings	273,740		254,825
Additional paid-in capital	152,818		146,816
Accumulated other comprehensive loss	(31,556)		(26,240)
Retained earnings	340,375		273,740
Total shareholders’ equity	396,408		386,199
Accumulated other comprehensive loss	(29,531)		(31,556)
Total liabilities and shareholders’ equity	$	915,365	$	887,863
Total shareholders’ equity	471,025		396,408
Total liabilities and shareholders’ equity	$	884,064	$	915,365

See accompanying notes to consolidated financial statements.

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CONSOLIDATED RESULTS OF OPERATIONS

	Year-Ended
(In thousands, except per share data)	February 25, 2023		February 26, 2022		February 27, 2021
	March 2, 2024		February 25, 2023		February 26, 2022
Net sales	$	1,440,696	$	1,313,977	$	1,230,774
(In thousands, except per share data)	(53 weeks)		(52 weeks)		(52 weeks)
Cost of sales	1,105,423		1,039,816		955,084
Net sales	$	1,416,942	$	1,440,696	$	1,313,977
Gross profit	335,273		274,161		275,690
Cost of sales	1,049,814		1,105,423		1,039,816
Selling, general and administrative expenses	209,485		202,643		180,094
Gross profit	367,128		335,273		274,161
Impairment expense on goodwill and intangible assets	—		49,473		70,069
Selling, general and administrative expenses	233,295		209,485		202,643
Operating income	125,788		22,045		25,527
Impairment expense on goodwill and intangible assets	—		—		49,473
Interest expense, net	7,660		3,767		4,408
Operating income	133,833		125,788		22,045
Other expense (income), net	1,507		4,409		(1,492)
Interest expense, net	6,669		7,660		3,767
Earnings before income taxes	116,621		13,869		22,611
Other (income) expense, net	(2,089)		1,507		4,409
Income tax expense	12,514		10,383		7,175
Earnings before income taxes	129,253		116,621		13,869
Net earnings	$	104,107	$	3,486	$	15,436
Income tax expense	29,640		12,514		10,383
Earnings per share - basic	$	4.73	$	0.14	$	0.59
Net earnings	$	99,613	$	104,107	$	3,486
Earnings per share - diluted	$	4.64	$	0.14	$	0.59
Basic earnings per share	$	4.55	$	4.73	$	0.14
Weighted average basic shares outstanding	22,007		24,920		25,955
Diluted earnings per share	$	4.51	$	4.64	$	0.14
Weighted average diluted shares outstanding	22,416		25,292		26,304
Weighted average basic shares outstanding	21,871		22,007		24,920
Weighted average diluted shares outstanding	22,091		22,416		25,292

See accompanying notes to consolidated financial statements.

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS

	Year-Ended
(In thousands)	February 25, 2023		February 26, 2022		February 27, 2021
	March 2, 2024		February 25, 2023		February 26, 2022
Net earnings	$	104,107	$	3,486	$	15,436
(In thousands)	(53 weeks)		(52 weeks)		(52 weeks)
Other comprehensive (loss) earnings:
Net earnings	$	99,613	$	104,107	$	3,486
Unrealized (loss) gain on marketable securities, net of $(131), $(96) and $22 of tax (benefit) expense, respectively	(492)		(360)		80
Other comprehensive earnings (loss):
Unrealized (loss) gain on derivative instruments, net of $(672), $633 and $450 of tax (benefit) expense, respectively	(2,205)		2,074		1,475
Unrealized gain (loss) on marketable securities, net of $59, $(131) and $(96) of tax expense (benefit), respectively	222		(492)		(360)
Unrealized gain on pension obligation, net of $222, $117 and $32 of tax expense, respectively	726		382		105
Unrealized (loss) gain on derivative instruments, net of $(22), $(672) and $633 of tax (benefit) expense, respectively	(72)		(2,205)		2,074
Foreign currency translation adjustments	(3,345)		(309)		4,375
Unrealized gain on pension obligation, net of $261, $222 and $117 of tax expense, respectively	857		726		382
Other comprehensive (loss) earnings	(5,316)		1,787		6,035
Foreign currency translation adjustments	1,018		(3,345)		(309)
Total comprehensive earnings	$	98,791	$	5,273	$	21,471
Other comprehensive earnings (loss)	2,025		(5,316)		1,787
Total comprehensive earnings	$	101,638	$	98,791	$	5,273

See accompanying notes to consolidated financial statements.

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CONSOLIDATED STATEMENTS OF CASH FLOWS

	Year-Ended
(In thousands)	February 25, 2023		February 26, 2022		February 27, 2021
	March 2, 2024		February 25, 2023		February 26, 2022
(In thousands)	(53 weeks)		(52 weeks)		(52 weeks)
Operating Activities
Net earnings	$	~~104~~99,~~107~~613	$	3104,~~486~~107	$	153,~~436~~486
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	4241,~~403~~588		4942,~~993~~403		5149,~~440~~993
Share-based compensation	89,~~656~~721		68,~~293~~656		86,~~573~~293
Deferred income taxes	(79,~~185~~748)		(7,~~956~~185)		(67,~~460~~956)
Asset impairment	—		21,497		1,400
Asset impairment charges	6,195		—		21,497
Gain on disposal of assets	(3,815)		(20,987)		(20,044)
Loss (gain) on disposal of property, plant and equipment	826		(3,815)		(20,987)
Impairment expense on goodwill and intangible assets	—		~~49,473~~—		7049,~~069~~473
Proceeds from New Markets Tax Credit transaction, net of deferred costs	~~18,390~~—		—18,390		—
Settlement of New Markets Tax Credit transaction	(194,~~523~~687)		—(19,523)		—
Noncash lease expense	11,878		12,418		12,235
Non-cash lease expense	11,721		11,878		12,418
Other, net	54,~~399~~615		(15,~~272)~~399		(21,~~088~~272)
Changes in operating assets and liabilities:
Receivables	~~(58~~23,~~839)~~993		7(62,~~521~~304)		217,~~630~~521
Inventories	19,~~731~~366		(71,~~706)~~731		(17,~~440~~706)
Costs and earnings on contracts in excess of billings	(3,212)		(897)		44,183
Contract assets	9,880		(3,380)		(897)
Accounts payable and accrued expenses	10,206		3,348		(32,591)
Accounts payable	(2,655)		(5,491)		14,738
Billings in excess of costs and earnings on uncompleted contracts	17,467		(14,288)		(10,351)
Accrued compensation and benefits	2,102		(1,810)		912
Refundable and accrued income taxes	(6,976)		11,017		2,652
Contract liabilities	6,590		20,952		(14,288)
Operating lease liability	(12,~~149~~632)		(12,~~720~~149)		(1112,~~513~~720)
Other, net	(5,842)		1,251		(1,268)
Refundable and accrued income taxes	6,523		(6,976)		11,017
Net cash provided by operating activities	102,696		100,471		141,863
Other current assets and liabilities	1,143		11,813		(11,051)
Net cash provided by operating activities	204,154		102,696		100,471
Investing Activities
Capital expenditures	(4543,~~177~~180)		(2145,~~841~~177)		(2621,~~165~~841)
Proceeds from sales of property, plant and equipment	~~7,755~~293		307,~~599~~755		2530,~~108~~599
Purchases of marketable securities	—(2,953)		~~(1,038)~~—		(31,~~747~~038)
Sales/maturities of marketable securities	92,~~712~~165		19,~~563~~712		21,~~657~~563
Net cash (used) provided by investing activities	(2743,~~710~~675)		9(27,~~283~~710)		(29,~~147)~~283
Financing Activities
Borrowings on line of credit	485,879		—		198,601
Proceeds from revolving credit facilities	196,964		485,879		—
Repayment on debt	~~(151,000)~~—		(2151,000)		(52,~~400~~000)
Payments on line of credit	(327,865)		—		(246,340)
Repayments on revolving credit facilities	(304,817)		(327,865)		—
Proceeds from exercise of stock options	—		~~4,115~~—		14,~~456~~115
Repurchase and retirement of common stock	(74,312)		(100,414)		(32,878)
Repurchase of common stock	(11,821)		(74,312)		(100,414)
Dividends paid	(1921,~~670~~133)		(2019,~~266~~670)		(1920,~~601~~266)
Other, net	(43,~~055~~800)		(24,~~007~~055)		(32,~~714~~007)
Net cash used by financing activities	(91144,~~023~~607)		(~~120~~91,~~572~~023)		(~~107~~120,~~876~~572)
(Decrease) increase in cash, cash equivalents and restricted cash	(16,037)		(10,818)		31,840
Effect of exchange rates on cash	(129)		(73)		1,124
Effect of exchange rates on cash	(73)		1,124		485
Increase (decrease) in cash, cash equivalents and restricted cash	15,743		(16,110)		(9,694)
Cash, cash equivalents and restricted cash at beginning of year	3721,~~583~~473		4737,~~277~~583		1447,~~952~~277
Cash, cash equivalents and restricted cash at end of period	$	21,473	$	37,583	$	47,277
Cash and cash equivalents at end of year	$	37,216	$	21,473	$	37,583
Noncash Activity
Non-cash Activity
Capital expenditures in accounts payable	$	23,~~909~~588	$	2,~~326~~909	$	12,~~101~~326

See accompanying notes to consolidated financial statements.

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Consolidated Statements of Shareholders' Equity

(In thousands, except per share data)	Common Shares Outstanding	Common Stock at Par Value		Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive (Loss) Income		Total Shareholders' Equity
Balance at February 29, 2020	26,443	$	8,814	$	154,016	$	388,010	$	(34,062)	$	516,778
Net earnings	—	—		—		15,436		—		15,436
Unrealized gain on marketable securities, net of $22 tax expense	—	—		—		—		80		80
Unrealized gain on derivative instruments, net of $450 tax expense	—	—		—		—		1,475		1,475
Unrealized gain on pension obligation, net of $32 tax expense	—	—		—		—		105		105
Foreign currency translation adjustments	—	—		—		—		4,375		4,375
Issuance of stock, net of cancellations	432	145		(1,212)		1,174		—		107
Share-based compensation	—	—		8,573		—		—		8,573
Share repurchases	(1,177)	(393)		(7,144)		(25,341)		—		(32,878)
Other share retirements	(111)	(37)		(689)		(2,435)		—		(3,161)
Cash dividends ($0.7625 per share)	—	—		—		(19,601)		—		(19,601)
Balance at February 27, 2021	25,714	$	8,571	$	154,958	$	357,243	$	(28,027)	$	492,745
Net earnings	—	—		—		3,486		—		3,486
Unrealized loss on marketable securities, net of $96 tax benefit	—	—		—		—		(360)		(360)
Other comprehensive income, net of tax	—	—		—		—		1,787		1,787
Unrealized gain on derivative instruments, net of $633 tax expense	—	—		—		—		2,074		2,074
Unrealized gain on pension obligation, net of $117 tax expense	—	—		—		—		382		382
Foreign currency translation adjustments	—	—		—		—		(309)		(309)
Issuance of stock, net of cancellations	172	57		(190)		221		—		88
Share-based compensation	—	—		6,293		—		—		6,293
Exercise of stock options	179	60		4,055		—		—		4,115
Share repurchases	(2,309)	(769)		(15,055)		(84,590)		—		(100,414)
Other share retirements	(55)	(18)		(348)		(1,269)		—		(1,635)
Cash dividends ($0.8200 per share)	—	—		—		(20,266)		—		(20,266)
Balance at February 26, 2022	23,701	$	7,901	$	149,713	$	254,825	$	(26,240)	$	386,199
Net earnings	—	—		—		104,107		—		104,107
Unrealized loss on marketable securities, net of $131 tax benefit	—	—		—		—		(492)		(492)
Other comprehensive loss, net of tax	—	—		—		—		(5,316)		(5,316)
Unrealized loss on derivative instruments, net of $672 tax benefit	—	—		—		—		(2,205)		(2,205)
Unrealized gain on pension obligation, net of $222 tax expense	—	—		—		—		726		726
Foreign currency translation adjustments	—	—		—		—		(3,345)		(3,345)
Issuance of stock, net of cancellations	113	37		153		35		—		225
Share-based compensation	—	—		8,656		—		—		8,656
Exercise of stock options	36	12		(954)		—		—		(942)
Share repurchases	(1,571)	(524)		(10,350)		(63,438)		—		(74,312)
Other share retirements	(55)	(18)		(402)		(2,119)		—		(2,539)
Cash dividends ($0.9000 per share)	—	—		—		(19,670)		—		(19,670)
Balance at February 25, 2023	22,224	$	7,408	$	146,816	$	273,740	$	(31,556)	$	396,408
Net earnings	—	—		—		99,613		—		99,613
Other comprehensive income, net of tax	—	—		—		—		2,025		2,025
Issuance of stock, net of cancellations	171	58		(150)		(40)		—		(132)
Share-based compensation	—	—		9,721		—		—		9,721
Exercise of stock options	25	8		(840)		—		—		(832)
Share repurchases	(280)	(93)		(1,989)		(9,739)		—		(11,821)
Other share retirements	(51)	(18)		(740)		(2,066)		—		(2,824)
Cash dividends ($0.9700 per share)	—	—		—		(21,133)		—		(21,133)
Balance at March 2, 2024	22,089	$	7,363	$	152,818	$	340,375	$	(29,531)	$	471,025

See accompanying notes to consolidated financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.Summary of Significant Accounting Policies and Related Data

Basis of consolidation

The consolidated financial statements include the balances of Apogee Enterprises, Inc. and its subsidiaries (Apogee, we, us, our or the Company) after elimination of intercompany balances and transactions. We consolidate variable interest entities related to our New ~~Market~~Markets Tax Credit transactions as it has been determined that the Company is the primary beneficiary of those entities' operations (refer to Note 10 for more information).

Fiscal year

Our fiscal year ends on the Saturday closest to the last day of February, or as otherwise determined by ~~the~~our Board of Directors. Fiscal ~~2023~~2024 consisted of 53 weeks, ~~2022~~while fiscal 2023 and ~~2021~~fiscal 2022 each consisted of 52 weeks.

Accounting estimates

The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ significantly from those estimates.

Reclassifications

Certain reclassifications of amounts previously reported have been made to the accompanying consolidated balance sheets, consolidated statements of cash flows and notes to consolidated financial statements to conform to current year presentation of contract assets and liabilities. These reclassifications had no impact on reported ~~net income,~~ cash flows, or total assets and liabilities.

Cash equivalents

Highly liquid investments with an original maturity of three months or less are included in cash equivalents and are stated at cost, which approximates fair value.

Restricted Cash

Cash held that is specifically dedicated to fund each capital project related to our New Markets Tax Credit transactions.

Marketable securities

To the extent the amortized cost basis of the available-for-sale securities exceeds the fair value, ~~the~~we ~~Company~~assess ~~assesses~~ the debt securities for credit loss. When assessing the risk of credit loss, ~~the~~we ~~Company~~consider ~~considers~~ factors such as the severity and the reason of the decline in value, ~~such~~including as any changes to the rating of the security by a rating agency or other adverse conditions specifically related to the security, and management's intended holding period and time horizon for selling. During fiscal ~~2023~~2024, ~~2022~~2023, and ~~2021~~2022, the Company did not recognize any credit losses related to its available-for-sale securities. Further, as of ~~February~~March 252, ~~2023~~2024 and February 2625, ~~2022~~2023, the Company did not record an allowance for credit losses related to its available-for-sale securities. Marketable securities are included in other current and non-current assets on the consolidated balance sheets and gross realized gains and losses are included in other ~~expense~~ (income) expense, net in our consolidated results of operations.

Inventories

Inventories, which consist primarily of purchased glass and aluminum, are valued at lower of cost or ~~market~~net realizable value using the first-in, first-out (FIFO) method.

Property, plant and equipment

Property, plant and equipment (PP&E) is recorded at cost. Significant improvements and renewals that extend the useful life of the asset are capitalized. Repairs and maintenance are charged to expense as incurred. When an asset is retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any related gains or losses are included in selling, general and administrative expenses. Long-lived assets to be held and used, such as PP&E, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Depreciation is computed on a straight-line basis, based on estimated useful lives of 10 to 25 years for buildings and improvements; 3 to 10 years for machinery and equipment; and 3 to 7 years for computer and office equipment and furniture.

~~Impairment of long-lived assets~~43

Long-lived assets or asset groups, including finite-lived intangible assets subject to amortization and property and equipment, are reviewed for impairment whenever events or changes in circumstances such as asset utilization, physical change, legal factors or other matters indicate that the carrying value of those assets may not be recoverable. When this review indicates the

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~~carrying~~Impairment ~~value~~ of anlong-lived asset or asset group exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset or asset group, an asset impairment expense is recognized in earnings in the period such a determination is made. The amount of the impairment expense recorded is the amount by which the carrying value of the impaired asset or asset group exceeds its fair value based on discounted cash flows.assets

~~During~~Long-lived ~~the~~assets ~~third~~or ~~quarter~~asset ofgroups, ~~fiscal~~including ~~2022~~definite-lived intangible assets subject to amortization and property and equipment, anare reviewed for impairment ofwhenever ~~$3.0~~events ~~million~~or ~~was~~changes ~~recognized~~in ~~within~~circumstances such as asset utilization, physical change, legal factors or other ~~(expense)~~matters ~~income~~indicate ~~within~~that the ~~consolidated~~carrying ~~results~~value of ~~operations~~those ~~related~~assets tomay anot ~~minority~~be ~~equity~~recoverable. ~~investment~~When ~~held~~this byreview indicates the ~~Company.~~carrying ~~This~~value ~~represents~~of aan ~~write-down~~asset or asset group exceeds the sum of the ~~entire~~undiscounted ~~investment~~cash flows expected to result from the use and eventual disposition of the asset or asset group, an asset impairment expense is recognized in earnings in the ~~other~~period ~~company~~such a determination is made. The amount of the impairment expense recorded is the amount by which the carrying value of the impaired asset or asset group exceeds its fair value based on discounted cash flows.

~~During~~As ~~the~~a ~~fourth~~result ~~quarter~~ of ~~fiscal~~restructuring ~~2022, based on the finalization of our~~ plans ~~for~~announced ~~integrating~~during the ~~Sotawall~~fourth ~~business~~quarter ~~into~~of ~~the Architectural Services segment, which was effective beginning in~~ fiscal ~~2023~~2024, weasset ~~determined~~impairments ~~that~~on ~~the finite-lived intangible assets were impaired as of February 26~~property, ~~2022.~~plant Asand ~~such,~~equipment aand ~~long-lived~~leases ~~asset~~in ~~impairment~~the ~~charge~~amount of $366.7 2 million inwere ~~finite-lived~~recorded ~~intangible~~for ~~assets was recognized in~~ the ~~fourth quarter of fiscal~~ year ~~2022~~ended ~~within~~March ~~the~~2, ~~Architectural Framing Systems segment~~2024. As a result of restructuring plans announced during the second quarter of fiscal 2022, asset impairments on property, plant and equipment and leases in the amount of $21.5 million were recorded for the year ended February 26, 2022.

During the third quarter of fiscal 2022, an impairment of $3.0 million was recognized within other (income) expense within the consolidated results of operations related to a minority equity investment held by the Company. This represents a write-down of the entire investment in the other company.

During the fourth quarter of fiscal 2022, based on the finalization of our plans for integrating the Sotawall business into the Architectural Services Segment, which was effective beginning in fiscal 2023, we determined that the related definite-lived intangible assets were impaired as of February 26, 2022. As such, a long-lived asset impairment charge of $36.7 million in finite-lived intangible assets was recognized in the fourth quarter of fiscal year 2022 within the Architectural Framing Systems Segment.

Goodwill and intangible assets

Goodwill

Goodwill represents the excess of the cost over the net tangible and identified intangible assets of acquired businesses. We evaluate goodwill for impairment annually on the first day in our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate the carrying value of the goodwill may not be recoverable.

Evaluating goodwill for impairment involves the determination of the fair value of each reporting unit in which goodwill is recorded using a qualitative or quantitative analysis. A reporting unit is an operating segment or a component of an operating segment for which discrete financial information is available and reviewed by segment management on a regular basis. At the beginning of the first quarter of fiscal 2023, we began management of the Sotawall and Harmon businesses under the Architectural Services ~~segment~~Segment in order to create a single, unified offering for larger custom curtainwall projects. In connection with the transition, leadership of our Sotawall and Harmon businesses was combined to form the Architectural Services reporting unit. We evaluated goodwill on a qualitative basis prior to and subsequent to this change for these reporting units and concluded no adjustment to the carrying value of goodwill was necessary as a result of this change. Concurrent with this change in composition of the operating segments effective at the start of our first quarter of fiscal 2023, goodwill was reallocated to the affected reporting units within each operating segment, using a relative fair value approach as outlined in ASC 350, Intangibles - Goodwill and Other. The reporting units for our fiscal 2023 annual impairment test align with reporting segments, with the exception of our Architectural Framing Systems segment. This segment contains two reporting units, Window and Wall Systems and Storefront and Finishing Solutions, which represent $54.5 million and $35.7 million, of the goodwill balance at February 25, 2023, respectively.

The reporting units for our fiscal 2024 annual impairment test align with reporting segments, with the exception of our Architectural Framing Systems Segment. This segment contains two reporting units, Window and Wall Systems and Storefront and Finishing Solutions, which represent $53.6 million and $35.7 million, of the goodwill balance at March 2, 2024, respectively. During the fourth quarter of fiscal 2024, as a result of an announced restructuring plan, we reassessed our reporting units, which led to a combination of the Window and Wall Systems and Storefront and Finishing Solutions reporting units into one Architectural Framing Systems reporting unit. We evaluated goodwill on a qualitative basis prior to and subsequent to this change and concluded that no adjustment to the carrying value of goodwill was necessary as a result of this change. In addition, no qualitative indicators of impairment were identified during the fourth quarter of fiscal 2024. Following this change, we have four reporting units, which align with our reporting segments.

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We estimate the fair value of a reporting unit using both the income approach and the market approach. The income approach uses a discounted cash flow methodology that involves significant judgment and projections of future performance. Assumptions about future revenues and future operating expenses, capital expenditures and changes in working capital are based on the annual operating plan and other business plans for each reporting unit. These plans take into consideration numerous factors, including historical experience, current and future operational plans, anticipated future economic conditions and growth expectations for the industries and end markets in which we participate. These projections are discounted using a weighted-average cost of capital, which considers the risk inherent in our projections of future cash flows. We determine the weighted-average cost of capital for this analysis by weighting the required returns on interest bearing debt and common equity capital in proportion to their estimated percentages in an expected capital structure, using published data where possible. We used discount rates that are commensurate with the risks and uncertainties inherent in the respective businesses and in the internally developed forecasts. The market approach uses a multiple of earnings and revenue based on guidelines for publicly traded companies.

Intangible assets

We have intangible assets for certain acquired trade names and trademarks which are determined to have indefinite useful lives. We test indefinite-lived intangible assets for impairment annually at the same measurement date as goodwill, the first day of our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. If the carrying amount of an indefinite-lived intangible asset exceeds its fair value, an impairment expense is recognized in an amount equal to that excess. If an impairment expense is recognized, the adjusted carrying amount becomes the asset's new accounting basis.

40Fair value of indefinite-lived intangible assets is measured using the relief-from-royalty method. This method assumes the trade name or trademark has value to the extent that the owner is relieved of the obligation to pay royalties for the benefits received from the asset. This method requires estimation of future revenue from the related asset, the appropriate royalty rate, and the weighted average cost of capital. The assessment of fair value involves significant judgment and projections about future performance.

~~Table~~Definite-lived intangible assets are amortized based on estimated useful lives ranging from 18 months to 30 years and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We use undiscounted cash flows to determine whether impairment exists and measure any impairment loss using discounted cash flows to determine the fair value of ~~Contents~~long-lived assets.

~~Fair~~The ~~value~~estimated useful lives of ~~indefinite-lived~~all intangible assets isare ~~measured~~reviewed ~~using~~annually, ~~the~~and ~~relief-from-royalty~~we ~~method.~~have ~~This~~determined ~~method assumes the trade name or trademark has value to the extent~~ that the ~~owner~~remaining islives ~~relieved~~were ofappropriate. ~~the~~Refer ~~obligation~~ to ~~pay~~Note ~~royalties~~6 for ~~the~~additional ~~benefits received from the asset~~information.

This method requires estimation of future revenue from the related asset, the appropriate royalty rate, and the weighted average cost of capital. The assessment of fair value involves significant judgment and projections about future performance.

Finite-lived intangible assets are amortized based on estimated useful lives ranging from 18 months to 30 years and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

The estimated useful lives of all intangible assets are reviewed annually, and we have determined that the remaining lives were appropriate.

Leases

We have commercially negotiated leases where we recognize a right-of-use asset and lease liability on our consolidated balance sheet at lease commencement for leases with terms greater than twelve months. The initial lease liability is recognized at the present value of remaining lease payments over the lease term. Leases with an initial term of twelve months or less are not recorded on our consolidated balance sheet. We recognize lease expense for operating leases on a straight-line basis over the lease term. We combine lease and non-lease components, such as common area maintenance costs, in calculating the related asset and lease liabilities for all underlying asset groups. Refer to ~~additional~~Note ~~information~~8 infor ~~Note~~additional 8information.

Self-Insurance

We obtain commercial insurance to provide coverage for potential losses in areas such as employment practices, workers' compensation, directors and officers, automobile, architect's and engineer's errors and omissions, product rework and general liability. A substantial portion of this risk is retained on a self-insured basis through our wholly-owned insurance subsidiary. We establish a reserve for estimated ultimate losses on reported claims and those incurred but not yet reported utilizing actuarial projections. Reserves are classified within other current liabilities or non-current self-insurance reserves based on expectations of when the estimated loss will be paid.

Additionally, we maintain a self-insurance reserve for health insurance programs offered to eligible employees, included within other current liabilities on the consolidated balance sheets. The reserve includes an estimate for losses on reported claims as well as for amounts incurred but not yet reported, based on historical trends.

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Warranty and project-related contingencies

We are subject to claims associated with our products and services, principally as a result of disputes with our customers involving the performance or aesthetics of our architectural products and services. We reserve estimated exposures on known claims, as well as on a portion of anticipated claims for product warranty and rework costs, based on historical product liability claims as a ratio of sales. We also reserve for estimated backcharge exposures onor other claims as they are known and reasonably estimable. Reserves are included in other current and non-current liabilities based on the estimated timing of dispute resolution.

Foreign currency

Local currencies are considered the functional currencies for our subsidiaries outside of the United States. Assets and liabilities of these subsidiaries are translated at the exchange rates at the balance sheet date. Income and expense items are translated using average monthly exchange rates. Translation adjustments are included in accumulated other comprehensive loss in the consolidated balance sheets.

Derivatives and hedging activities

We are exposed to, among other risks, the impact of changes in aluminum prices, foreign currency exchange rates, and interest rates in the normal course of business. In order to manage the exposure and volatility arising from these risks, we utilize derivative financial instruments to offset a portion of these risks. We use derivative financial instruments only to ~~the extent necessary to~~ hedge identified business risks, and do not hold or issue derivative financial instruments for trading purposes and are not a party to leveraged derivatives.

All derivative instruments within the scope of ASC 815, Derivatives and Hedging, are recorded as either assets or liabilities at fair value on the consolidated balance sheets. All hedging instruments that qualify for hedge accounting are designated and effective as hedges with changes recognized in other comprehensive earnings (loss). Instruments that do not qualify for hedge accounting are marked to market with changes recognized directly in ~~current~~ earnings. Cash flows from derivative instruments are classified in the statements of cash flows in the same category as the cash flows from the items subject to designated hedge or undesignated (economic) hedge relationships. ~~Please~~Refer ~~refer~~ to Note 4 for ~~further~~additional ~~disclosure on derivatives~~information.

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Revenue recognition

Our significant accounting policy for revenue recognition follows ASC 606, Revenue from Contracts with Customers. We generate revenue from the design, engineering and fabrication of architectural glass, curtainwall, window, storefront and entrance systems, and from installing those products on ~~commercial~~non-residential buildings. We also manufacture value-added glass and acrylic products. Due to the diverse nature of our operations and various types of contracts with customers, we have businesses that recognize revenue ~~over~~at a point in time ~~and~~at shipment, businesses that recognize revenue atfollowing aan ~~point~~over-time ininput method and businesses that recognize revenue following an over-time output method.

~~During~~Approximately ~~fiscal~~42% ~~2023, approximately 45 percent~~ of our ~~total~~fiscal 2024 revenue iswas recognized at the time products ~~are~~were shipped from our manufacturing facilities, which is when control is transferred to our customer, consistent with past practices. These businesses do not generate contract-related assets or liabilities. Variable consideration associated with these contracts and orders, generally related to early pay discounts or volume rebates, is not considered significant.

WeApproximately ~~also~~34% ~~have~~of ~~three~~our ~~businesses~~fiscal ~~which~~2024 ~~operate~~revenue ~~under~~was from long-term, fixed-price contracts, ~~representing~~following ~~approximately~~an 36over-time ~~percent~~input ~~of our total revenue in the current year~~method. The contracts for these businesses have a single, bundled performance obligation, as these businesses generally provide interrelated products and services and integrate these products and services into a combined output specified by the customer. The customer obtains control of this combined output, generally integrated window systems or installed window and curtainwall systems, over time. We measure progress on these contracts following an input method, by comparing total costs incurred to-date to the total estimated costs for the contract, and record that proportion of the total contract price as revenue in the period. Contract costs include materials, labor and other direct costs related to contract performance. We believe this method of recognizing revenue is consistent with our progress in satisfying our contract obligations.

Due to the nature of the work required under these long-term contracts, the estimation of total revenue and costs incurred throughout a project is subject to many variables and requires significant judgment. It is common for these contracts to contain potential bonuses or penalties which are generally awarded or charged upon certain project milestones or cost or timing targets, and these can be based on customer discretion. We estimate variable consideration at the most likely amount to which we expect to be entitled. We include estimated amounts in the transaction price to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on our assessments of anticipated performance and all information (historical, current and forecasted) that is reasonably available to us.

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Long-term contracts are often modified to account for changes in contract specifications and requirements of work to be performed. We consider contract modifications to exist when the modification, generally through a change order, either creates new or changes existing enforceable rights and obligations, and we evaluate these types of modifications to determine whether they may be considered distinct performance obligations. In most cases, these contract modifications are for goods or services that are not distinct from the existing contract, due to the significant integration service provided in the context of the contract. Therefore, these modifications are accounted for as part of the existing contract. The effect of a contract modification on the transaction price and our measure of progress is recognized as an adjustment to revenue, generally on a cumulative catch-up basis.

Typically, under these fixed-price contracts, we bill our customers following an agreed-upon schedule based on work performed. Because the progress billings do not generally correspond to our measurement of revenue on a contract, we generate contract assets when we have recognized revenue in excess of the amount billed to the customer. We generate contract liabilities when we have billed the customer in excess of revenue recognized on a contract.

~~Finally,~~Approximately we24% ~~have one business, making up approximately 19 percent~~ of our ~~total~~fiscal 2024 revenue inwas ~~the~~recognized ~~current year, that recognizes revenue~~ following an over-time output method based upon units produced. The customer is considered to have control over the products at the time of production, as the products are highly customized with no alternative use, and we have an enforceable right to payment for performance completed over the production period. We believe this over-time output method of recognizing revenue reasonably depicts the fulfillment of our performance obligations under our contracts. Billings still occur upon shipment. Therefore, contract assets are generated for the unbilled amounts on contracts when production is complete. Variable consideration associated with these orders, generally related to early pay discounts, is not considered significant.

Additionally, we have made the following policy elections associated with revenue recognition:

•We account for shipping and handling activities that occur after control of the related goods transfers to the customer as fulfillment activities, instead of assessing such activities as performance obligations.

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•We exclude from the transaction price all sales taxes related to revenue-producing transactions that are collected from the customer for a government authority. We are considered a pass-through conduit for collecting and remitting sales taxes.

•We generally expense incremental costs of obtaining a contract when incurred because the amortization period would be less than one year. These costs primarily relate to sales commissions and are included in selling, general and administrative expenses.

•We do not adjust contract price for a significant financing component, as we expect the period between when our goods and services are transferred to the customer and when the customer pays for those goods and services to be less than a year.

Shipping and handling

Amounts billed to a customer in a sales transaction related to shipping and handling are reported as revenue. Costs we incur for shipping and handling are reported as cost of sales.

Restructuring

~~During~~Restructuring ~~the~~charges ~~second~~are ~~quarter~~recorded as a result of ~~fiscal~~fundamental ~~2022~~changes in the manner in which certain business functions are conducted, weincluding ~~announced~~initiatives ~~plans~~to drive earnings and cash flow growth and to realign and simplify our business structure. ~~which~~These ~~resulted~~charges inprimarily ~~the~~consist ~~closure~~ of ~~two~~employee ~~facilities~~severance ~~within~~benefits, ~~the~~asset ~~Architectural~~impairments ~~Glass~~on ~~segment~~property, inplant ~~Dallas,~~and ~~Texas~~equipment and ~~Statesboro,~~operating ~~Georgia.~~lease ~~These~~assets ~~closures~~and ~~were~~termination ~~made~~penalties infor ~~order~~facility toclosures ~~concentrate~~and ~~this~~consolidations. ~~segment~~We onrecord ~~premium,~~restructuring ~~high-performance~~accruals ~~products.~~when ~~Additionally,~~it ~~employee~~is ~~termination~~probable ~~costs~~that ~~were~~a ~~incurred~~liability ~~related~~has tobeen ~~these~~incurred ~~facility~~and ~~closures,~~the ~~realignment~~amount of the ~~Architectural~~liability ~~Framing~~is ~~Systems~~reasonably ~~segment,~~estimable. ~~and~~To ~~within~~ the ~~Corporate~~extent ~~office.~~our ~~During~~assumptions ~~the~~and ~~first~~estimates ~~quarter~~differ offrom ~~fiscal~~our ~~2023~~actual costs, wesubsequent ~~completed~~adjustments ~~the~~to ~~execution~~restructuring ofaccruals ~~these~~have ~~plans~~been ~~with~~and ~~the~~will ~~sale~~be ofrequired. ~~the~~Restructuring accruals for severance-related costs are included in accrued compensation and related benefits and accruals for remaining ~~manufacturing~~obligations ~~assets~~and attermination ~~our~~penalties ~~Architectural~~are ~~Glass~~included ~~location,~~in other current liabilities in ~~Dallas,~~our ~~Texas~~consolidated balance sheets. Refer to ~~additional~~Note ~~information~~16 infor ~~Note~~additional 16information.

Research and development

Research and development activities include the development of new products, the modification of existing product designs, and research related to process improvements. Our research and development expenses were $2530.53 million, $1725.35 million and $1517.3 million for fiscal ~~2023~~2024, ~~2022~~2023 and ~~2021~~2022, respectively. These costs are expensed as incurred.

Advertising

Advertising costs are expensed as incurred within selling, general and administrative expenses, and were $1.23 million in fiscal ~~2023,~~2024 and $1.2 million in fiscal ~~2022~~2023 and $12022.~~1 million in fiscal 2021.~~

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Income taxes

The Company recognizes deferred tax assets and liabilities based upon the future tax consequences of temporary differences between financial statement carrying amounts of assets and liabilities and their respective tax bases. ~~See~~Refer to Note 13 for additional information ~~regarding income taxes~~.

Subsequent events

We have evaluated subsequent events for potential recognition and disclosure through the date of this filing and determined that there were no subsequent events that required recognition or disclosure in the consolidated financial statements.

Adoption of new accounting standards

At the beginning of fiscal 2024, we adopted the guidance in ASU 2022-04, Liabilities – Supplier Finance Programs, Disclosure of Supplier Finance Program Obligations. The guidance requires that entities that use supplier finance programs disclose information about the nature and potential magnitude of the programs, activity during the period, and changes from period to period. Beginning in the first quarter, we implemented a supplier financing arrangement with U.S. Bank that enables our suppliers, at their sole discretion, to sell the Company's receivables (i.e., our payment obligations to the suppliers) to U.S. Bank on a non-recourse basis in order to be paid earlier than our payment terms provide. Our suppliers’ voluntary inclusion of invoices in the supplier financing arrangement has no bearing on our payment terms, the amounts we pay, or our liquidity. We have no economic interest in a supplier’s decision to participate in the supplier financing program, and we do not provide any guarantees in connection with it. These balances are reflected in accounts payable in the consolidated balance sheets and are reflected in net cash provided by operating activities in our consolidated statements of cash flows when settled.

The following table summarizes the obligation activity and outstanding as of March 2, 2024 that we have confirmed as valid to the administrators of our program with U.S. Bank:


(In thousands)	2024
Balance at beginning of period	$	—
Obligations added to the program	33,133
Obligations settled	(26,606)
Balance at end of period	$	6,527

At the beginning of fiscal 2022, we adopted the guidance in ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The amendments in this ASU removed exceptions on intra-period tax allocations and reporting and provided simplification on accounting for franchise taxes, tax basis goodwill and tax law changes. The adoption of this ASU did not have a significant impact on the consolidated financial statements.

At the beginning of fiscal 2022, we adopted the guidance in ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in this ASU apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The adoption of this ASU did not have a significant impact on the consolidated financial statements.

43Accounting standards not yet adopted

In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures, which expands the required disclosure for reportable segments. This guidance requires entities to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all segment disclosures which are currently required annually. This ASU additionally requires entities to disclose the title and position of the individual or the name of the group or committee identified as its chief operating decision-maker. Such guidance, which is required to be applied retrospectively, is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, although early adoption is permitted. While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact to our segment disclosures.

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In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, intended to enhance the transparency and decision-usefulness of income tax disclosures. Such guidance requires entities to provide additional information within their income tax rate reconciliation, including further disclosure of federal, state, and foreign income taxes and to provide more details about these reconciling items if a quantitative threshold is met. This guidance additionally requires expanded disclosure of income taxes paid, including amounts paid for federal, state, and foreign taxes. This ASU, which is required to be applied prospectively, is effective for fiscal years beginning after December 15, 2024, although early adoption and retrospective application is permitted. While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact on our income tax disclosures, including the processes and controls around the collection of this information.

2.Revenue, Receivables and Contract Assets and Liabilities

Revenue

The following table disaggregates total revenue by timing of recognition (see Note 15 for disclosure of revenue by segment):

(In thousands)	February 25, 2023		February 26, 2022		February 27, 2021
	March 2, 2024		February 25, 2023		February 26, 2022
Recognized at shipment	$	649,792	$	551,783	$	504,583
(In thousands)	(53 weeks)		(52 weeks)		(52 weeks)
Recognized over time	790,904		762,194		726,191
Recognized at shipment	$	596,270	$	649,792	$	551,783
Total	$	1,440,696	$	1,313,977	$	1,230,774
Recognized over time (input method)	483,109		514,826		503,972
Recognized over time (output method)	337,563		276,078		258,222
Total	$	1,416,942	$	1,440,696	$	1,313,977

Receivables

Receivables reflected in the financial statements represent the net amount expected to be collected. An allowance for credit losses is established based on expected losses. Expected losses are estimated by reviewing individual accounts, considering aging, financial condition of the debtor, recent payment history, current and forecast economic conditions and other relevant factors. Upon billing, aging of receivables is monitored until collection. An account is considered current when it is within agreed upon payment terms. An account is written off when it is determined that the asset is no longer collectible. Retainage on construction contracts represents amounts withheld by our customers on long-term projects until the project reaches a level of completion where amounts are released.

(In thousands)	~~2023~~2024		~~2022~~2023
Trade accounts	$	~~140~~115,~~732~~061	$	~~129~~140,~~085~~732
Construction contracts	5861,~~331~~879		1258,~~857~~331
Contract retainage	25,834		28,782
Total receivables	176,940		199,063
Total receivables	224,897		170,724
Less: allowance for credit losses	3,383		1,796
Less: allowance for credit losses	1,796		2,132
Receivables, net	$	173,557	$	197,267
Receivables, net	$	223,101	$	168,592

The following table summarizes the activity in the allowance for credit losses:

(In thousands)

~~2023~~2024

~~2022~~2023

Beginning balance

21,~~132~~796

12,~~947~~132

Additions charged to costs and expenses

~~394~~2,473

~~729~~394

Deductions from allowance, net of recoveries

(~~686~~901)

(~~514~~686)

Other deductions

~~(44)~~15

(3044)

Ending balance

13,~~796~~383

21,~~132~~796

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Contract assets and liabilities

Contract assets consist of retainage, costs and earnings in excess of billings and other unbilled amounts typically generated when revenue recognized exceeds the amount billed to the customer. ~~Contract~~Retainage ~~liabilities~~on ~~consist~~construction ofcontracts ~~billings~~represents inamounts ~~excess~~withheld ofby ~~costs~~our ~~and~~customers ~~earnings~~on ~~and~~long-term ~~other~~projects ~~deferred~~until ~~revenue~~the onproject ~~contracts.~~reaches ~~Retainage~~a islevel ~~classified~~of ~~within~~completion ~~receivables~~where ~~and~~amounts ~~deferred~~are ~~revenue~~released isto ~~classified~~us ~~within~~from ~~other~~the ~~current~~customer. Contract liabilities onconsist ~~our~~of ~~consolidated~~billings ~~balance~~in ~~sheets~~excess of costs and earnings and other unearned revenue on contracts.

The time period between when performance obligations are complete and when payment is due is not significant. In certain of our businesses that recognize revenue over time, progress billings follow an agreed-upon schedule of values~~, and retainage is withheld by the customer until the project reaches a level of completion where amounts are released~~.

(In thousands)

~~February~~March 252, ~~2023~~2024

February 2625, ~~2022~~2023

Contract assets

5949,~~403~~502

59,~~185~~403

Contract liabilities

2834,~~011~~755

1128,~~373~~011

The change in contract assets and contract liabilities was due to timing of project activity from businesses that operate under long-term contracts.

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Other contract-related disclosures

(In thousands)	February 25, 2023		February 26, 2022
	March 2, 2024		February 25, 2023
Revenue recognized related to contract liabilities from prior year-end	$	37,594	$	19,747
(In thousands)	(53 weeks)		(52 weeks)
Revenue recognized related to prior satisfaction of performance obligations	16,612		22,461
Revenue recognized related to contract liabilities from prior year-end	$	25,342	$	37,594
Revenue recognized related to prior satisfaction of performance obligations	9,257		16,612

Some of our contracts have an expected duration of longer than a year, with performance obligations extending over that ~~timeframe~~time frame. Generally, these contracts are found in our businesses that typically operate with long-term contracts, which recognize revenue over time. AsThe ~~of February 25, 2023, the~~ transaction price associated with unsatisfied performance obligations ~~was~~at ~~approximately~~March ~~$835.8~~2, ~~million.~~2024 ~~The performance obligations~~ are expected to be satisfied, and the corresponding revenue to be recognized, over the following estimated time periods:

(In thousands)	~~February~~March 252, ~~2023~~2024
Within one year	$	~~487~~460,~~217~~881
Within two years	~~263~~305,~~609~~704
Beyond two years	84119,~~990~~700
Total	$	~~835~~886,~~816~~285

3.Supplemental Balance Sheet Information

Inventories

(In thousands)	~~2023~~2024		~~2022~~2023
Raw materials	$	3631,~~869~~363	$	4236,~~541~~869
Work-in-process	1812,~~024~~291		18,~~144~~024
Finished goods	2325,~~548~~586		1923,~~809~~548
Total inventories	$	78,441	$	80,494
Total inventories, net	$	69,240	$	78,441

Other current liabilities

(In thousands)	~~2023~~2024		~~2022~~2023
Warranties	$	14,872	$	11,786
Warranties and backcharges	$	18,874	$	14,872
Income and other taxes	7,129		15,770
Accrued self-insurance reserves	17,592		14,447
Accrued self-insurance reserves	14,447		8,796
Income and other taxes	7,202		7,129
Deferred revenue	2,416		2,714
Other	15,440		28,084
Other	28,084		28,396
Total other current liabilities	$	59,108	$	64,532
Total other current liabilities	$	66,948	$	67,462

~~Other non-current liabilities~~50

(In thousands)	2023		2022
Deferred benefit from New Markets Tax Credit transactions	$	9,250	$	9,165
Retirement plan obligations	5,749		7,041
Deferred compensation plan	5,577		9,483
Deferred tax liabilities	1,417		2,296
Other	22,190		16,598
Total other non-current liabilities	$	44,183	$	44,583

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Other non-current liabilities


(In thousands)	2024		2023
Deferred warranty revenue	$	10,274	$	10,352
Deferred benefit from New Markets Tax Credit transactions	9,250		9,250
Deferred compensation plan	5,938		5,577
Retirement plan obligations	4,769		5,749
Deferred tax liabilities	1,456		1,417
Other	12,188		11,838
Total other non-current liabilities	$	43,875	$	44,183

4.Financial Instruments

Marketable Securities

Through our wholly-owned insurance subsidiary, Prism Assurance, Ltd. (Prism), we hold the following available-for-sale marketable securities, made up of municipal and corporate bonds:

(In thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
February 25, 2023	$	10,647	$	—	$	702	$	9,945
March 2, 2024	$	11,327	$	15	$	437	$	10,905
February 26, 2022	11,862		45		123		11,784
February 25, 2023	10,647		—		702		9,945

Prism insures a portion of our general liability, workers' compensation and automobile liability risks using reinsurance agreements to meet statutory requirements. The reinsurance carrier requires Prism to maintain fixed-maturity investments, for the purpose of providing collateral for Prism's obligations under the reinsurance agreements.

The amortized cost and estimated fair values of our municipal and corporate bonds at ~~February~~March 252, ~~2023~~2024, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities, as borrowers may have the right to call or prepay obligations with or without penalty. Investments that are due within one year are included in other current assets while those due after one year are included as other non-current assets. Gross realized gains and losses were insignificant for all periods presented.

(In thousands)

Amortized Cost

Estimated Fair Value

Due within one year

2,~~205~~820

2,~~173~~798

Due after one year through five years

8,~~442~~507

78,~~772~~107

Total

1011,~~647~~327

910,~~945~~905

Derivative instruments

We use interest rate swaps, currency ~~swaps~~put options, and forward purchase contracts to manage risks generally associated with foreign exchange rate, interest rate and commodity price fluctuations. The information that follows explains the various types of derivatives and financial instruments we use, how such instruments are accounted for, and how such instruments impact our financial position and performance.

In fiscal 2020, we entered into an interest rate swap with a notional value of $30 million with an expiration date of February 5, 2026, to hedge a portion of our exposure to variability in cash flows from interest payments on our floating-rate revolving credit facility. ~~As of February 25, 2023, the interest rate swap contract had a notional value of $30 million.~~

We periodically enter into forward purchase contracts to manage the risk associated with fluctuations in foreign currency rates (primarily related to the Canadian dollar and Euro) and aluminum prices, generally with an original maturity date of less than one year. As of ~~February~~March 252, ~~2023~~2024, we held foreign exchange ~~forward~~option contracts and aluminum purchase contracts with U.S. dollar notional values of $21.94 million and $~~15.~~9.3 million, respectively.

~~These~~The mark to market adjustments on these derivative instruments are recorded within our consolidated balance sheets within other current assets and other current liabilities. Gains or losses associated with these instruments are recorded as a component of accumulated other comprehensive loss until which time the hedged transaction is settled and gains or losses are reclassified to earnings.

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Fair value measurements

Financial assets and liabilities are classified in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement: Level 1 (unadjusted quoted prices in active markets for identical assets or liabilities); Level 2 (observable market inputs, other than quoted prices included in Level 1); and Level 3 (unobservable inputs that cannot be corroborated by observable market data). We do not have any Level 3 assets or liabilities.

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Financial assets and liabilities measured at fair value on a recurring basis were:

(In thousands)	Quoted Prices inActive Markets(Level 1)		Other Observable Inputs (Level 2)		Total Fair Value
March 2, 2024
Assets:
Money market funds	$	26,529	$	—	$	26,529
Municipal and corporate bonds	—		10,905		10,905
Foreign currency option contract	—		3		3
Interest rate swap contract	—		1,292		1,292
Liabilities:
Aluminum hedging contract	—		529		529
February 25, 2023
Assets:
Money market funds	$	8,062	$	—	$	8,062
Municipal and corporate bonds	—		9,945		9,945
Cash surrender value of life insurance	—		8,282		8,282
Interest rate swap contract	—		1,817		1,817
Liabilities:
Deferred compensation	—		9,515		9,515
Foreign currency option contract	—		206		206
Foreign currency forward/option contract	—		206		206
Aluminum hedging contract	—		1,075		1,075
February 26, 2022
Assets:
Money market funds	$	19,288	$	—	$	19,288
Municipal and corporate bonds	—		11,784		11,784
Cash surrender value of life insurance	—		17,831		17,831
Aluminum hedging contract	—		2,133		2,133
Interest rate swap contract	—		718		718
Liabilities:
Deferred compensation	—		12,491		12,491
Foreign currency forward/option contract	—		161		161

Money market funds and commercial paper

Fair value of money market funds was determined based on quoted prices for identical assets in active markets. Commercial paper was measured at fair value using inputs based on quoted prices for similar securities in active markets. These assets are included within cash and cash equivalents on our consolidated balance sheets.

Municipal and corporate bonds

Municipal and corporate bonds were measured at fair value based on market prices from recent trades of similar securities and are classified within our consolidated balance sheets as other current or other non-current assets based on maturity date.

Cash surrender value of life insurance and deferred compensation

Contracts insuring the lives of certain employees who are eligible to participate in non-qualified pension and deferred compensation plans are held in trust. Cash surrender value of the contracts is based on performance measurement funds that shadow the deferral investment allocations made by these participants. Changes in cash surrender value are recorded in other expense. The deferred compensation liability balances are valued based on amounts allocated by participants to the underlying performance measurement funds.

Derivative instruments

The interest rate swap is measured at fair value using ~~unobservable~~other observable market inputs, based off benchmark interest rates. Forward foreign exchange and forward purchase aluminum contracts are measured at fair value using ~~unobservable~~other observable market inputs, such as quotations on forward foreign exchange points, foreign currency exchange rates and forward purchase aluminum prices. Derivative positions are primarily valued using standard calculations and models that use as their basis readily observable market parameters. Industry standard data providers are our primary source for forward and spot rate information for interest and currency rates and aluminum prices.

Nonrecurring fair value measurements

We measure certain financial instruments at fair value on a nonrecurring basis including goodwill, intangible assets, property and equipment and right-of-use lease assets. These assets were initially measured and recognized at amounts equal to the fair value determined as of the date of acquisition or purchase, subject to changes in value only for foreign currency translation. Periodically, these assets are tested for impairment, by comparing their respective carrying values to the estimated fair value of the reporting unit or asset group in which they reside. In the event any of these assets were to become impaired, we would recognize an impairment expense equal to the amount by which the carrying value of the reporting unit, impaired asset or asset group exceeds its estimated fair value.

4752

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Fair value measurements of reporting units are estimated using an income approach involving discounted cash flow models that contain certain Level 3 inputs requiring significant management judgment, including projections of economic conditions, customer demand and changes in competition, revenue growth rates, gross profit margins, operating margins, capital expenditures, working capital requirements, terminal growth rates and discount rates. Fair value measurements of the reporting units associated with our goodwill balances and our indefinite-lived intangible assets are estimated at least annually in the fourth quarter of each fiscal year for purposes of impairment testing if a quantitative analysis is performed. Fair value measurements for long-lived assets or asset groups, including intangible assets subject to amortization, property and equipment and right-of-use lease assets, are valued using undiscounted cash flows to determine whether impairment exists and measure any impairment loss using discounted cash flows to determine the fair value of long-lived assets.

See Note 1 and Note 6 for additional information on the impairment charges recorded to indefinite- and finite-lived intangible assets during the fourth quarter of fiscal 2022. See Note 16 for additional information on the impairment charges recorded to property, plant and equipment during fiscal 2022.

5.Property, Plant and Equipment

(In thousands)

~~2023~~2024

~~2022~~2023

Land

3,~~600~~637

3,~~579~~600

Buildings and improvements

~~188~~189,~~949~~675

~~185~~188,~~774~~949

Machinery and equipment

~~376~~391,~~721~~236

~~381~~376,~~116~~721

Office equipment and furniture

69,465

69,017

Computer and office equipment and furniture

62,586

69,465

Construction in progress

4142,~~842~~099

1541,~~080~~842

Total property, plant and equipment

~~680~~689,~~577~~233

~~654~~680,~~566~~577

Less: accumulated depreciation

~~431~~445,~~710~~017

~~404~~431,~~571~~710

Net property, plant and equipment

~~248~~244,~~867~~216

~~249~~248,~~995~~867

Depreciation expense was $3837.26 million, $4238.2 million, and $4342.92 million in fiscal ~~2023~~2024, ~~2022~~2023, and ~~2021~~2022, respectively.

6. Goodwill and Other Intangible Assets

Goodwill

Refer to Note 1 to the consolidated financial statements for a description of the Accounting Policy related to Goodwill.

Goodwill represents the excess of the cost over the net tangible and identified intangible assets of acquired businesses. We evaluate goodwill for impairment annually as of the first day of our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate the carrying value of goodwill may not be recoverable, as described in Note 1. Based on the impairment analysis performed in the fourth quarter, estimated fair value was in excess of carrying value at all of our reporting units.

The carrying amount of goodwill attributable to each reporting segment was:

(In thousands)	Architectural Framing Systems		Architectural ~~Services~~Glass		Architectural ~~Glass~~Services		Large-Scale Optical		Total
Balance at February 27, 2021	$	93,099	$	1,120	$	25,322	$	10,557	$	130,098
Balance at February 26, 2022	$	93,181	$	25,244	$	1,120	$	10,557	$	130,102
Foreign currency translation	82		—		(78)		—		4
Reallocation among reporting units(1)	(2,048)		—		2,048		—		—
Balance at February 26, 2022	93,181		1,120		25,244		10,557		130,102
Foreign currency translation	(996)		57		(137)		—		(1,076)
Reallocation among reporting units(1)	(2,048)		2,048		—		—		—
Balance at February 25, 2023	90,137		25,301		3,031		10,557		129,026
Foreign currency translation	~~(996)~~49		~~(137)~~100		577		—		~~(1,076)~~156
Balance at February 25, 2023	$	90,137	$	3,031	$	25,301	$	10,557	$	129,026
Balance at March 2, 2024	$	90,186	$	25,401	$	3,038	$	10,557	$	129,182

(1) Represents the reallocation of goodwill as a result of transitioning Sotawall from the Architectural Framing Systems ~~segment~~Segment to the Architectural Services ~~segment~~Segment as of the start of the first quarter of fiscal 2023.

~~Indefinite-lived intangible assets~~53

We have intangible assets for certain acquired trade names and trademarks which are determined to have indefinite useful lives. We test indefinite-lived intangible assets for impairment annually at the same measurement date as goodwill, the first day of our fiscal fourth quarter, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Based on our annual analysis, the fair value of each of our trade names and trademarks exceeded the carrying amount. During fiscal 2022, as a result of triggering events resulting from the finalization of our plans for integrating the

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~~Sotawall~~Intangible business into the Architectural Services segment, beginning in fiscal 2023, it was determined that the carrying value of the Sotawall trade name exceeded fair value by $12.7 million as it was determined to have an immaterial fair value, resulting in the trade name being fully impaired as of fiscal 2022 year end. This amount was recognized as impairment expense in the fourth quarter ended February 26, 2022.assets

~~Finite~~Indefinite-lived intangible assets

~~Long-lived~~We have intangible assets orfor ~~asset~~certain ~~groups,~~acquired ~~including~~trade ~~intangible~~names ~~assets~~and ~~subject~~trademarks which are determined to ~~amortization~~have ~~and~~indefinite ~~property~~useful ~~and~~lives. ~~equipment,~~We ~~are~~test ~~reviewed~~indefinite-lived intangible assets for impairment ~~whenever~~annually ~~events~~at orthe ~~changes~~same inmeasurement ~~circumstances~~date ~~indicate~~as ~~that~~goodwill, the ~~carrying~~first ~~value~~day of ~~those~~our ~~assets~~fiscal ~~may~~fourth ~~not~~quarter, beor ~~recoverable.~~more Wefrequently ~~use~~if ~~undiscounted~~events ~~cash~~or ~~flows~~changes toin ~~determine~~circumstances ~~whether~~indicate ~~impairment~~that ~~exists~~it ~~and~~is ~~measure~~more ~~any~~likely ~~impairment~~than ~~loss~~not ~~using~~that ~~discounted~~the ~~cash~~asset ~~flows~~is toimpaired ~~determine~~as described in Note 1. Based on our annual analysis, the fair value of ~~long-lived~~each ~~assets.~~of ~~Due~~our totrade ~~triggering~~names ~~events~~and trademarks exceeded the carrying amount. During fiscal 2022, as a result of triggering events resulting from the finalization of our plans for integrating the Sotawall business into the Architectural Services ~~segment~~Segment, beginning in fiscal 2023, weit was determined that the ~~finite-lived~~carrying ~~intangible~~value ~~assets~~of ~~were~~the ~~impaired~~Sotawall astrade ofname ~~February~~exceeded ~~26,~~fair ~~2022~~value by $12.7 million Asas ~~such~~it was determined to have an immaterial fair value, aresulting ~~long-lived~~in ~~asset~~the ~~impairment~~trade ~~charge~~name being fully impaired as of ~~$36.7~~fiscal ~~million~~2022 inyear ~~finite-lived~~end. ~~intangible~~This ~~assets~~amount was recognized as impairment expense in the fourth quarter ofended ~~fiscal~~February ~~year~~26, 2022.

~~The~~Definite-lived ~~gross carrying amount of other~~ intangible assets ~~and related accumulated amortization was:~~

(In thousands)	Gross Carrying Amount		AccumulatedAmortization		Impairment Expense		ForeignCurrencyTranslation		Net
February 25, 2023
Finite-lived intangible assets:
Customer relationships	$	89,495	$	(49,404)	$	—	$	(2,697)	$	37,394
Other intangibles	39,404		(35,229)		—		(1,045)		3,130
Total finite-lived intangible assets	128,899		(84,633)		—		(3,742)		40,524
Indefinite-lived intangible assets:
Trade names and trademarks	27,129		—		—		(278)		26,851
Total intangible assets	$	156,028	$	(84,633)	$	—	$	(4,020)	$	67,375
February 26, 2022
Finite-lived intangible assets:
Customer relationships	$	122,961	$	(47,226)	$	(33,608)	$	141	$	42,268
Other intangibles	41,838		(35,613)		(3,127)		(14)		3,084
Total finite-lived intangible assets	164,799		(82,839)		(36,735)		127		45,352
Indefinite-lived intangible assets:
Trade names and trademarks	39,832		—		(12,738)		35		27,129
Total intangible assets	$	204,631	$	(82,839)	$	(49,473)	$	162	$	72,481

Long-lived assets or asset groups, including intangible assets subject to amortization and property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of those assets may not be recoverable, as described in Note 1. Due to triggering events as a result of finalization of our plans for integrating the Sotawall business into the Architectural Services Segment, beginning in fiscal 2023, we determined that certain related finite-lived intangible assets were impaired as of February 26, 2022. As such, a long-lived asset impairment charge of $36.7 million in finite-lived intangible assets was recognized in the fourth quarter of fiscal year 2022.

~~Amortization~~The ~~expense~~gross oncarrying ~~finite-lived~~amount ~~intangible~~of ~~assets~~our ~~was $4.2 million, $7.8 million and $7.6 million in fiscal 2023, 2022 and 2021, respectively. Amortization expense is included within selling, general and administrative expenses for all~~ intangible assets ~~other~~and ~~than~~related ~~that~~accumulated ~~of debt issuance costs, which is included in interest expense. Estimated future~~ amortization ~~expense for finite-lived intangible assets is~~was:

(In thousands)	~~2024~~Gross Carrying Amount		~~2025~~AccumulatedAmortization		~~2026~~		~~2027~~ForeignCurrencyTranslation		~~2028~~Net
Estimated amortization expense	$	4,364	$	4,333	$	4,317	$	4,297	$	3,939
March 2, 2024
Definite-lived intangible assets:
Customer relationships	$	86,798	$	(53,200)			$	246	$	33,844
Other intangibles	37,505		(32,250)				150		5,405
Total	124,303		(85,450)				396		39,249
Indefinite-lived intangible assets:
Trademarks	26,851		—				14		26,865
Total intangible assets	$	151,154	$	(85,450)			$	410	$	66,114
February 25, 2023
Definite-lived intangible assets:
Customer relationships	$	89,495	$	(49,404)			$	(2,697)	$	37,394
Other intangibles	39,404		(35,229)				(1,045)		3,130
Total	128,899		(84,633)				(3,742)		40,524
Indefinite-lived intangible assets:
Trademarks	27,129		—				(278)		26,851
Total intangible assets	$	156,028	$	(84,633)			$	(4,020)	$	67,375

Amortization expense on finite-lived intangible assets was $4.9 million, $4.2 million and $7.8 million in fiscal 2024, 2023 and 2022, respectively. All amortization expense is included within selling, general and administrative expenses. Estimated future amortization expense for finite-lived intangible assets is:


(In thousands)	2025		2026		2027		2028		2029
Estimated amortization expense	$	4,824	$	4,824	$	4,822	$	4,801	$	4,167

7. Debt

~~During~~As ~~the~~of ~~second~~March ~~quarter ended August 27~~2, ~~2022~~2024, we ~~amended~~had ~~and~~a ~~extended our~~ committed revolving credit facility towith ~~include~~Wells ~~maximum~~Fargo ~~borrowings~~Bank, ofN.A. upas toadministrative ~~$385~~agent, ~~million~~and ~~with~~other alenders ~~maturity~~(U.S. ofcredit ~~August~~facility) ~~2027.~~with Asmaximum ~~part~~borrowings of ~~the~~up ~~amendment,~~to ~~we repaid the~~ $~~150~~385 million ~~term~~and ~~loan~~a ~~with~~maturity ~~borrowings under the revolving credit facility. As~~ of ~~February~~August 255, ~~2023,~~2027. ~~outstanding~~Outstanding borrowings under ~~our~~the revolving credit facility were $~~156~~50.0 million, ~~while there were no outstanding borrowings under the revolving credit facility~~ and $~~150~~156.0 million as of ~~borrowings~~March ~~outstanding~~2, ~~under~~2024 ~~the~~and ~~term loan as of~~ February 2625, ~~2022~~2023, respectively.

Our revolving credit facility contains two maintenance financial covenants that require us to stay below a maximum debt-to-EBITDA ratio and maintain a minimum ratio of interest expense-to-EBITDA. Both ratios are computed quarterly, with EBITDA calculated on a rolling four-quarter basis. At February 25, 2023, we were in compliance with both financial covenants. 54

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~~Debt~~We atalso ~~February~~maintain 25two Canadian committed, ~~2023~~revolving ~~also~~credit ~~included~~facilities with the Bank of Montreal totaling $1225.0 million ofUSD ~~industrial~~(Canadian ~~revenue~~facilities). The ~~bonds~~Canadian ~~that~~facilities ~~mature~~expire annually in ~~fiscal~~February, ~~years~~but ~~2036~~can ~~through~~be ~~2043.~~renewed ~~The~~each ~~fair~~year ~~value~~solely ofat ~~the~~our ~~industrial~~discretion ~~revenue~~until ~~bonds~~August ~~approximated~~5, ~~carrying~~2027. ~~value~~Therefore, atwe ~~February~~classify ~~25,~~all ~~2023,~~outstanding ~~due~~amounts tounder ~~the~~these ~~variable~~facilities ~~interest~~as ~~rates~~long-term ondebt ~~these~~within ~~instruments~~our consolidated balance sheets. ~~The~~At ~~bonds~~March ~~would~~2, be2024, ~~classified~~we ashad ~~Level~~no 2outstanding ~~within~~borrowings ~~the~~under ~~fair~~these ~~value~~Canadian ~~hierarchy~~facilities. ~~described~~At inFebruary ~~Note~~25, 42023, outstanding borrowings under these Canadian facilities were $1.8 million.

WeOur ~~also~~revolving ~~maintain~~credit facilities contain two ~~Canadian~~maintenance ~~committed,~~financial ~~revolving~~covenants ~~credit~~that ~~facilities~~require ~~totaling~~us ~~$25.0~~to ~~million~~stay ~~(USD).~~below Ata ~~February~~maximum ~~25,~~debt-to-EBITDA ~~2023,~~ratio ~~outstanding~~of ~~borrowings~~3.25 ~~under~~and ~~our~~maintain ~~Canadian~~a ~~committed,~~minimum ~~revolving~~ratio ~~credit~~of ~~facilities~~EBITDA-to-interest ~~were~~expense $1of 3.800. ~~million~~Both ratios are computed quarterly, ~~while~~with ~~there~~EBITDA ~~were~~calculated noon ~~outstanding~~a ~~borrowings~~rolling ~~under~~four-quarter ~~the~~basis. ~~facilities~~At inMarch ~~place~~2, as2024, ofwe aswere ofin ~~February~~compliance ~~26,~~with ~~2022~~both financial covenants.

The revolving credit facilities also contain an acquisition holiday. In the event we make an acquisition for which the purchase price is greater than $75 million, we can elect to increase the maximum debt-to-EBITDA ratio to 3.75 for a period of four consecutive fiscal quarters, commencing with the fiscal quarter in which a qualifying acquisition occurs. No more than two acquisition "holidays" can occur during the term of the facilities, and at least two fiscal quarters must separate qualifying acquisitions.

Borrowings under the credit facilities bear floating interest at either the Base Rate or Term Secured Overnight Financing Rate (SOFR), or, in the case of the Canadian facilities, Canadian Overnight Repo Rate Average (CORRA) plus, in each a margin based on the Leverage Ratio (as defined in the Credit Agreements). For Base Rate borrowings, the margin ranges from 0.125% to 0.75%. For Term SOFR and CORRA borrowings, the margin ranges from 1.125% to 1.75%, with an incremental Term SOFR and CORRA adjustment of 0.10% and 0.29547%.

The U.S. credit facility also contains an "accordion" provision. Under this provision, we can request that the facility be increased by as much as $200.0 million. Any Lender may elect or decline to participate in the requested increase at the Lender’s sole discretion.

At March 2, 2024, we had a total of $15.0 million of ongoing letters of credit related to industrial revenue bonds, construction contracts and insurance collateral that expire in fiscal year 2025 and reduce borrowing capacity under the revolving credit facility. As of March 2, 2024, the amount available for revolving borrowings was $320.0 million and $25.0 million under the U.S. credit facility and Canadian facilities, respectively.

At March 2, 2024, debt included $12.0 million of industrial revenue bonds that mature in fiscal years 2036 through 2043.

The fair value of our U.S. credit facility, Canadian credit facilities and industrial revenue bonds approximated carrying value at March 2, 2024, and would be classified as Level 2 within the fair value hierarchy described in Note 4, due to the variable interest rates on these instruments.

Debt maturities and other selected information follows:

(In thousands)						~~2024~~2025						~~2025~~2026						~~2026~~2027						~~2027~~2028						~~2028~~2029						Thereafter						Total
Maturities						$	—					$	—					$	—					$	—50,000					$	~~157,837~~—					$	12,000					$	~~169~~62,~~837~~000

(In thousands, except percentages)	~~2023~~2024			~~2022~~2023
Average daily borrowings during the year	$	~~225~~130,~~773~~939		$	~~167~~225,~~542~~773
Maximum borrowings outstanding during the year	285,329			168,669
Weighted average interest rate during the year	6.03		%	3.54		%
Weighted average interest rate during the year	3.54		%	1.45		%

(In thousands)	~~February~~March 252, ~~2023~~2024		February 2625, ~~2022~~2023		February 2726, ~~2021~~2022
Interest on debt	$	8,~~140~~704	$	38,~~695~~558	$	43,~~981~~228
Other interest expense	294		866		604
Interest rate swap (income) expense	(893)		(418)		467
Interest expense	$	8,434	$	4,561	$	5,585
Other interest expense	178		294		866
Interest expense, net	$	7,989	$	8,434	$	4,561

Interest payments were $89.23 million in fiscal ~~February 25~~2024, ~~2023,~~ $38.52 million in fiscal ~~February~~2023 ~~26, 2022~~ and $43.65 million in fiscal ~~February 27, 2021~~2022.

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8. Leases

We have operating leases for certain of the buildings and equipment used in our operations. We determine if an arrangement contains a lease at inception. Under ASU 2016-20, Leases, we have elected the package of practical expedients permitted under the transition guidance in adopting ASC 842, which, among other things, allowed us to carry forward our historical lease classification. Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Lease expense is recognized on a straight-line basis over the lease term. Our leases have remaining lease terms of one to ten years, some of which include renewal options that can extend the lease for up to an additional ten years, at our sole discretion. We have made an accounting policy election not to record leases with an original term of 12twelve months or less on our consolidated balance sheet; ~~and~~ such leases are expensed on a straight-line basis over the lease term. As of March 2, 2024, we have one additional future operating lease commitment of $13.7 million that is signed but has not yet commenced, for one facility located in Texas within our Architectural Services Segment.

In determining lease asset value, we consider fixed or variable payment terms, prepayments, incentives, and options to extend, terminate or purchase. Renewal, termination or purchase options affect the lease term used for determining lease asset value only if the option is reasonably certain to be exercised. We use a discount rate for each lease based upon an estimated incremental borrowing rate over a similar term. We have elected the practical expedient to account for lease and non-lease components (e.g., common-area maintenance costs) as a single lease component. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. ~~We are not a lessor in any transactions.~~

The components of lease expense were as follows:

(In thousands)	~~February~~March 252, ~~2023~~2024		February 2625, ~~2022~~2023
Operating lease cost	$	1214,~~336~~312	$	1312,~~509~~336
Short-term lease cost	~~908~~1,349		1,~~024~~579
Variable lease cost	32,~~487~~629		23,~~991~~487
Total lease cost	$	16,731	$	17,524
Sublease income	(1,479)		(671)
Total lease cost	$	16,811	$	16,731

50Other supplemental information related to leases are as follows:

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(In thousands)	March 2, 2024			February 25, 2023

Cash paid for amounts included in the measurement of operating lease liabilities	$	14,656		$	14,086
Lease assets obtained in exchange for new operating lease liabilities	$	11,883		$	11,359
Weighted-average remaining lease term - operating leases	4.0 years			4.5 years
Weighted-average discount rate - operating leases	3.2		%	3.1		%

Other supplemental information related to leases for the year ended February 25, 2023 was as follows:

(In thousands)	February 25, 2023			February 26, 2022
Cash paid for amounts included in the measurement of operating lease liabilities	$	14,086		$	14,301
Lease assets obtained in exchange for new operating lease liabilities	$	11,359		$	3,259
Weighted-average remaining lease term - operating leases	4.5 years			5.3 years
Weighted-average discount rate - operating leases	3.1		%	2.9		%

Future maturities of lease liabilities are as follows:

(In thousands)	~~2023~~2024
Fiscal 2024	$	12,537
Fiscal 2025	$	12,498
Fiscal 2025	11,449
Fiscal 2026	11,206
Fiscal 2026	9,211
Fiscal 2027	10,845
Fiscal 2027	7,792
Fiscal 2028	6,421
Fiscal 2028	4,145
Fiscal 2029	1,991
Thereafter	31,~~684~~826
Total lease payments	4844,~~818~~787
Less: Amounts representing interest	~~3,940~~594
Present value of lease liabilities	$	44,~~878~~193

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9. Employee Benefit Plans

401(k) Retirement Plan

We sponsor a single 401(k) retirement plan covering substantially all full-time, non-union employees, as well as union employees at two of our manufacturing facilities. Under the plan, employees are allowed to contribute up to 60% ~~percent~~ of eligible earnings to the plan, up to statutory limits. On January 1, 2023, we began matching 100% ~~percent~~ of the first two percent contributed and 50% ~~percent~~ of the next four percent contributed on eligible compensation that non-union employees contribute ~~and according to contract terms for union employees~~. Previously, we matched 100% ~~percent~~ of the first one percent contributed and 50% ~~percent~~ of the next five percent contributed on eligible compensation that non-union employees contribute. InWe ~~response~~contribute to the ~~effects~~union ofplans ~~COVID-19~~based on ~~our business, we suspended~~ the ~~matching~~contractual ~~contribution from June 1, 2020 until December 31, 2020~~terms. In total, our matching contributions were $89.6 million in fiscal ~~2023~~2024, $78.76 million in fiscal ~~2022~~2023 and $37.57 million in fiscal ~~2021~~2022.

Deferred Compensation Plan

We maintain a plan that allows participants to defer compensation. The deferred compensation liability was $9.5.9 million and $129.5 million at ~~February~~March 252, ~~2023~~2024 and February 2625, ~~2022~~2023, respectively. We have investments in corporate-owned life insurance policies (COLI) of $8.35 million and money market funds (classified as cash equivalents) of $0.3 million with the intention of utilizing them as long-term funding sources for this plan. The COLI assets are recorded at their net cash surrender values and are included in other non-current assets in the consolidated balance sheets.

Plans under Collective Bargaining Agreements

We contribute to a number of multi-employer union retirement plans, which provide retirement benefits to the majority of our union-represented employees; none of the plans ~~are~~is considered significant. However, the risks of participating in these multi-employer plans are different from single-employer plans in the following aspects:

•Assets contributed to these plans by one employer may be used to provide benefits to employees of other participating employers

•If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers

•If we choose to stop participating in some of these plans, we may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability

Our participation in these plans is outlined in the following table. The most recent Pension Protection Act zone status available in ~~2023~~2024 and ~~2022~~2023 relates to the plan years ending December 31, ~~2022~~2023 and December 31, ~~2021~~2022, respectively.

51The zone status is based on information that we have received from each plan, certified by an actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are between 65% and 80% funded, and plans in the green zone are at least 80% funded.

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The zone status is based on information that we have received from each plan, certified by an actuary. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the yellow zone are between 65 percent and 80 percent funded, and plans in the green zone are at least 80 percent funded.


		Pension Protection Act Zone Status		Contributions (In thousands)
Pension Fund	EIN/Pension Plan Number	2024	2023	2024		2023		2022		FIP/RP Status Pending/Implemented(2)	Minimum Contribution	Surcharge Imposed	Expiration Date of Collective Bargaining Agreement(1)
Iron Workers Local Union No. 5 and Iron Workers Employers Association Employees Pension Trust Fund	521075473	Green	Green	$	1,015	$	1,359	$	1,454	No	No	No	5/31/2017
International Painters and Allied Trades Industry Pension Fund	526073909	Red	Red	971		869		932		Implemented	No	No	11/30/2017
Ironworkers Local 580 Pension Fund	136178514	Green	Green	883		596		31		Implemented	No	Yes	6/30/2023
Western Glaziers Retirement Plan (Washington)	916123685	Green	Green	423		815		160		No	No	No	6/30/2017
Iron Workers Mid-America Pension Fund	366488227	Green	Green	237		429		431		No	No	No	5/31/2017
Glazier's Union Local 27 Pension and Retirement Plan	366034076	Green	Green	145		174		290		No	No	No	5/31/2017
Atlanta Ironworkers Local Union 387 Pension Plan	586051152	Green	Green	109		125		209		No	No	No	1/31/2017
Western Glaziers Retirement Fund (Oregon and Southwest Washington)	936074376	Green	Green	22		441		—		No	No	No	11/30/2017
Other funds				801		493		530
Total contributions				$	4,606	$	5,301	$	4,037
(1) Plans include contributions required by collective bargaining agreements which have expired, but contain provisions automatically renewing their terms in the absence of a subsequent negotiated agreement.
(2) FIP is defined as Funding Improvement Plan; RP is defined as Rehabilitation Plan

		Pension Protection Act Zone Status		Contributions(In thousands)
Pension Fund	EIN/Pension Plan Number	2023	2022	2023		2022		2021		FIP/RP Status Pending/Implemented	Minimum Contribution	Surcharge Imposed	Expiration Date of Collective Bargaining Agreement(1)
Iron Workers Local Union No. 5 and Iron Workers Employers Association Employees Pension Trust Fund	521075473	Green	Green	$	1,359	$	1,454	$	940	No	No	No	5/31/2017
International Painters and Allied Trades Industry Pension Fund	526073909	Red	Red	869		932		525		Implemented	No	No	11/30/2017
Western Glaziers Retirement Plan (Washington)	916123685	Green	Green	815		160		526		No	No	No	6/30/2017
Ironworkers Local 580 Shop Pension Fund	136178514	Green	Green	596		31		26		Implemented	No	Yes	6/30/2023
Western Glaziers Retirement Fund (Oregon and Southwest Washington)	936074376	Green	Green	441		—		51		No	No	No	11/30/2017
Iron Workers Mid-America Pension Fund	366488227	Green	Green	429		431		767		No	No	No	5/31/2017
Glazier's Union Local 27 Pension and Retirement Plan	366034076	Green	Green	174		290		165		No	No	No	5/31/2017
Atlanta Ironworkers Local Union 387 Pension Plan	586051152	Green	Green	125		209		35		No	No	No	1/31/2017
Other funds				442		422		423
Total contributions				$	5,250	$	3,929	$	3,458
(1) Plans include contributions required by collective bargaining agreements which have expired, but contain provisions automatically renewing their terms in the absence of a subsequent negotiated agreement.

The Company was listed in the plans' Forms 5500 as providing more than 5% of the total contributions for the following plans and plan years:

The Company was listed in the plans' Forms 5500 as providing more than 5 percent of the total contributions for the following plans and plan years:


Pension Fund						Year contributions to Plan Exceeded More Than 5 Percent of Total Contributions
Iron Workers Local Union No. 5 and Iron Workers Employers Association Employees Pension Trust Fund						2024, 2023 and 2022
Western Glaziers Retirement Plan (Washington)						2022
Iron Workers Mid-America Pension Fund						2023 and 2022

Atlanta Ironworkers Local Union 387 Pension Plan						2023

Pension Fund						Year contributions to Plan Exceeded More Than 5 Percent of Total Contributions
Iron Workers Local Union No. 5 and Iron Workers Employers Association Employees Pension Trust Fund						2022, 2021 and 2020
Western Glaziers Retirement Plan (Washington)						2022
Iron Workers Mid-America Pension Fund						2022 and 2021
Iron Workers St. Louis District Council Pension Trust Fund						2021
Atlanta Ironworkers Local Union 387 Pension Plan						2022

Amounts contributed in fiscal 2024, 2023, and 2022 to defined contribution multiemployer plans were $2.2 million, $2.2 million and $1.6 million, respectively.

Amounts contributed in fiscal 2023, 2022, and 2021 to defined contribution multiemployer plans were $2.2 million, $1.6 million and $1.1 million, respectively.

Obligations and Funded Status of Defined-Benefit Pension Plans

We sponsor the Tubelite Inc. Hourly Employees' Pension Plan, a defined-benefit pension plan that was frozen to new entrants in fiscal 2004, with no additional benefits accruing to plan participants after such time. We also sponsor an unfunded SERP, a defined-benefit pension plan that was frozen to new entrants in fiscal 2009, with no additional benefits accruing to plan participants after such time.

The following tables present reconciliations of the benefit obligation and the funded status of these plans. The Tubelite plan uses a measurement date as of the calendar month-end closest to our fiscal year-end, while the SERP uses a measurement date aligned with our fiscal year-end.58

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(In thousands)	2023		2022
Change in projected benefit obligation
Benefit obligation beginning of period	$	12,405	$	13,541
Interest cost	380		339
Actuarial gain	(1,484)		(475)
Benefits paid	(1,041)		(1,000)
Benefit obligation at measurement date	10,260		12,405
Change in plan assets
Fair value of plan assets beginning of period	$	5,044	$	5,551
Actual return on plan assets	(706)		(161)
Company contributions	695		654
Benefits paid	(1,041)		(1,000)
Fair value of plan assets at measurement date	3,992		5,044
Underfunded status	$	(6,268)	$	(7,361)


(In thousands)	2024		2023
Change in projected benefit obligation
Benefit obligation beginning of period	$	10,260	$	12,405
Interest cost	497		380
Actuarial gain	(973)		(1,484)
Benefits paid	(887)		(1,041)
Benefit obligation at measurement date	8,897		10,260
Change in plan assets
Fair value of plan assets beginning of period	$	3,992	$	5,044
Actual return on plan assets	53		(706)
Company contributions	635		695
Benefits paid	(887)		(1,041)
Fair value of plan assets at measurement date	3,793		3,992
Underfunded status	$	(5,104)	$	(6,268)

The funded status was recognized in the consolidated balance sheets as follows:

(In thousands)

~~2023~~2024

~~2022~~2023

Other non-current assets

~~161~~111

~~361~~161

Current liabilities

(~~680~~446)

(~~681~~680)

Other non-current liabilities

(54,~~749~~769)

(75,~~041~~749)

Total

(65,~~268~~104)

(76,~~361~~268)

(In thousands)						2023						2022
Net actuarial loss						$	3,968					$	4,916

The following was included in accumulated other comprehensive loss and has not yet been recognized as a component of net periodic benefit cost:

The net actuarial gain recognized in comprehensive earnings, net of tax expense, was $0.7 million in fiscal 2023, and $0.4 million in fiscal 2022.


(In thousands)	2024		2023
Net actuarial loss	$	2,851	$	3,968

The net actuarial gain recognized in comprehensive earnings, net of tax expense, was $0.9 million in fiscal 2024, and $0.7 million in fiscal 2023.

Components of the defined-benefit pension plans' net periodic benefit cost:

(In thousands)

~~2023~~2024

~~2022~~2023

~~2021~~2022

Interest cost

~~380~~497

~~339~~380

~~346~~339

Expected return on assets

(84120)

(8584)

(~~211~~85)

Amortization of unrecognized net loss

~~254~~62

~~270~~254

~~260~~270

Net periodic benefit cost

~~550~~439

~~524~~550

~~395~~524

Total net periodic pension benefit cost is expected to be approximately $0.65 million in fiscal ~~2024~~2025. The estimated net actuarial gain for the defined-benefit pension plans that will be amortized from accumulated other comprehensive loss into net periodic benefit cost for fiscal ~~2024~~2025 is $0.32 million, net of tax expense.

Table of Contents

Additional Information

Assumptions

Benefit Obligation Weighted-Average Assumptions						~~2023~~2024						~~2022~~2023						~~2021~~2022
Discount rate						5.1015		%				35.2010		%				23.6020		%


Net Periodic Benefit Expense Weighted-Average Assumptions	2024		2023		2022
Discount rate	5.10	%	3.20	%	2.60	%
Expected long-term rate of return on assets	4.50	%	2.75	%	2.50	%

~~Table~~Discount rate. The discount rate reflects the current rate at which the defined-benefit plans' pension liabilities could be effectively settled at the end of ~~Contents~~the year based on the measurement date. The discount rate was determined by matching the expected benefit payments to payments from the Principal Discount Yield Curve. There are no known or anticipated changes in the discount rate assumption that will have a significant impact on pension expense in fiscal 2025.

Net Periodic Benefit Expense Weighted-Average Assumptions	2023		2022		2021
Discount rate	3.20	%	2.60	%	2.50	%
Expected long-term rate of return on assets	2.75	%	2.50	%	4.50	%

Expected return on assets. The expected long-term rate of return on assets is based on historical long-term rates of return achieved by the plan investments, the plan's investment strategy, and current and projected market conditions. During fiscal 2019, the assets of the Tubelite plan were moved from investment in a short-term bond fund to various duration fixed income funds. The investments are carried at fair value based on prices from recent trades of similar securities, which would be classified as Level 2 in the valuation hierarchy. We do not maintain assets intended for the future use of the SERP.

Discount rate. The discount rate reflects the current rate at which the defined-benefit plans' pension liabilities could be effectively settled at the end of the year based on the measurement date. The discount rate was determined by matching the expected benefit payments to payments from the Principal Discount Yield Curve. There are no known or anticipated changes in the discount rate assumption that will have a significant impact on pension expense in fiscal 2024.

Expected return on assets. To develop the expected long-term rate of return on assets, we considered historical long-term rates of return achieved by the plan investments, the plan's investment strategy, and current and projected market conditions. During fiscal 2019, the assets of the Tubelite plan were moved from investment in a short-term bond fund to various duration fixed income funds. The investments are carried at fair value based on prices from recent trades of similar securities, which would be classified as Level 2 in the valuation hierarchy. We do not maintain assets intended for the future use of the SERP.

Contributions

Company contributions to the plans for fiscal ~~2023~~2024 were $0.6 million and fiscal ~~2022~~2023 were $0.7 million ~~in each year~~, which equaled or exceeded the minimum funding requirements.

Estimated Future Benefit Payments

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