JELD-WEN Virtual Annual Meeting: Shareholders OK Directors, Say-on-Pay, PwC, and 2026 Equity Plan

Stockholders preliminarily approved all four proposals — the election of 10 directors, a non-binding say-on-pay vote, ratification of PwC as auditor, and approval of the 2026 Omnibus Equity Plan.

CEO William Christensen said the company is prioritizing operational excellence, cost discipline, footprint optimization and workforce realignment to address persistent headwinds, and announced a strategic review of its Europe business.

The company will file final voting results on a Form 8‑K with the SEC within four business days, and the inspector’s final report will be appended to the meeting minutes.

JELD-WEN (NYSE:JELD) held its 2026 Annual Meeting of Stockholders in a virtual format, with Chair of the Board David Nord saying the online format was intended “to increase accessibility for all of our stockholders.” Nord was joined by members of the company’s board and executive leadership team, including Executive Vice President and Chief Financial Officer Samantha Stoddard, as well as PwC lead engagement audit partner Daniel Swigut.

Meeting procedures and voting items

Nord said Jas Hayes, Executive Vice President, General Counsel, and Corporate Secretary, served as secretary of the meeting and recorded the proceedings. Hayes received an affidavit from Broadridge Financial Solutions stating that on or about March 12, 2026, the notice of the meeting and notice of internet availability of proxy materials was mailed to stockholders of record as of Feb. 23, 2026, which was the record date for the meeting. Nord also noted that John Mirva of American Election Services was appointed inspector of election and signed an oath to act in that role.

With Hayes advising that a quorum was present, Nord declared the meeting “duly and lawfully convened.” Stockholders were asked to vote on four proposals:

Election of 10 directors to the board

A non-binding advisory vote to approve compensation of the company’s named executive officers

Ratification of PwC as independent auditor for 2026

Approval of the 2026 Omnibus Equity Plan

Director nominees and board recommendations

For the election of directors, Nord listed the 10 nominees reflected in the proxy statement: William Christensen, Antonella Franzen, Catherine Halligan, Michael Hilton, Tracey Joubert, Cynthia Marshall, David Nord, Bruce Taten, Roderick Wendt, and Steven Wynne.

Nord said the company’s bylaws require stockholders to provide advance notice of intent to nominate director candidates, and “no such notice was received.” He then declared nominations closed and stated that the board recommended voting for each of the 10 nominees.

Say-on-pay, auditor ratification, and equity plan

Nord described the executive compensation proposal as a non-binding advisory vote and directed stockholders to the compensation discussion and analysis section of the proxy statement. He said the board recommended voting in favor of the advisory proposal on named executive officer compensation.

For the third proposal, Nord said the board recommended ratifying PwC as the company’s independent auditor for 2026. For the fourth proposal, he said the board recommended approval of the 2026 Omnibus Equity Plan.

Preliminary results and next steps

After opening and closing the polls, Nord reported that a preliminary tabulation indicated all four proposals were approved by the required votes cast. He said the final voting results would be reported in a Form 8-K to be filed with the U.S. Securities and Exchange Commission within four business days of the meeting, and requested that the final report of the inspector of election be filed with the meeting minutes.

Following the completion of formal business and adjournment, the company moved to the question period, with Nord noting that only stockholders were permitted to submit questions. The transcript then turned to a brief business update from CEO William Christensen.

CEO business update: operations, costs, and Europe review

Christensen told stockholders the company is focused on “delivering reliability, quality, and performance customers can count on.” He described the environment as challenging and said operational excellence remains a daily priority as the company works “to improve execution, rebuild trust through action, and deliver a more consistent experience for our customers and partners.”

Christensen said that amid “persistent headwinds and price cost pressures,” JELD-WEN advanced strategic efforts to strengthen the company. He cited “decisive actions to optimize our operating footprint, realign production, rebalance workforce levels, and improve cost discipline,” while maintaining a focus on safety, quality, and delivery.

Looking ahead, Christensen said the company intends to execute “with discipline through uncertainty,” accelerate operational improvements, and assess “a range of options for our Europe business through a strategic review.” He also referenced targeted cost actions aimed at positioning the company to strengthen performance, better serve customers, and build a more resilient foundation.

Christensen added that the company’s values-based culture emphasizes “safety, urgency, accountability, and continuous improvement,” and reiterated a commitment to building “a more resilient and sustainable future” for employees, communities, and the environment while creating long-term value for shareholders. He closed by thanking stockholders for their support.

The operator then concluded the meeting.

About JELD-WEN (NYSE:JELD)

JELD-WEN is a global manufacturer of windows and doors and related building products, serving both residential and commercial markets. The company's portfolio includes wood, vinyl and aluminum windows; interior wood doors; and exterior doors crafted from steel, fiberglass and composite materials. JELD-WEN's products are designed for new construction and remodeling applications, with an emphasis on quality, durability and energy efficiency.

Founded in 1960 in Klamath Falls, Oregon, JELD-WEN has grown through a combination of organic expansion and strategic acquisitions to establish a manufacturing footprint in North America, Europe and Australasia.