Jeld-Wen (JELD) Proxy Filing summary

Executive summary

• Leadership focused on strengthening the company's foundation, building trust with shareholders, and positioning for long-term value creation amid challenging market conditions.

• Decisive actions taken to align business with market realities, reinforce operational rigor, and enhance execution, with a continued emphasis on safety, quality, and on-time delivery.

• Investments in leadership, including new executive appointments, have improved execution and customer focus.

• The company remains committed to improving profitability, cash generation, and financial flexibility.

Voting matters and shareholder proposals

• Shareholders will vote to elect ten directors, approve an advisory resolution on executive compensation, ratify PricewaterhouseCoopers LLP as independent auditor for 2026, and approve the 2026 Omnibus Equity Plan.

• The Board recommends voting FOR all proposals.

• Voting can be done online, by phone, mail, or during the virtual annual meeting.

Board of directors and corporate governance

• The Board consists of ten nominees with diverse backgrounds, including 40% women, an average age of 64, and an average tenure of six years.

• Majority of directors are independent, with an independent Chair and fully independent board committees.

• Board committees include Audit, Compensation, and Governance & Nominating, all composed of independent directors.

• Annual self-evaluations and a mandatory retirement policy for non-employee directors are in place.

• The Board separated the roles of CEO and Chair in 2022 to enhance governance.