Culbreth Michael Scott 4

What Happened
Michael S. Culbreth, President & CEO of American Woodmark Corporation, reported a disposition to the issuer of 150,926 shares on May 28, 2026. The filing lists the transaction code "D" (disposition to the issuer) and shows no price or total value (N/A). The filing’s footnotes indicate this action occurred in connection with the merger by which American Woodmark became a wholly owned subsidiary of MasterBrand, Inc.

Key Details

• Transaction date: May 28, 2026 (reported on Form 4 filed May 29, 2026).
• Transaction type/code: Disposition to issuer (D).
• Shares disposed: 150,926.
• Price/total value: Not specified in the filing (listed as N/A).
• Shares owned after transaction: Not disclosed in the Form 4.
• Footnotes: (F1) Merger effective date and structure — Merger Sub merged into American Woodmark and the company became a wholly owned subsidiary of MasterBrand; (F2) restricted stock units converted into restricted stock units of Parent common stock on an exchange-ratio basis (fractions rounded down).
• Filing timeliness: Report appears timely (transaction on May 28, filed May 29; Form 4 is due within two business days).

Context
A "disposition to the issuer" in this setting typically reflects surrender or conversion of company shares as part of merger consideration or corporate reorganization rather than a voluntary open-market sale; the filing’s footnotes tie the transaction directly to the August 5, 2025 merger agreement and related equity conversions. No price or cash amount is shown, so the exact consideration received (cash, parent stock, or conversion) is not specified in this Form 4.