Lawrence J. Kremer retired from the board of directors (the board) of Cornerstone Building Brands, Inc., resigning as a Class I director, effective May 23, 2019, thereby creating a second vacant Board seat. On May 23, 2019, in connection with the newly created vacant Board seat, the Board appointed Mr. Wilbert W. James, Jr. as a Class I director of the Company and appointed Mr. James Jr. to serve on the Affiliate Transactions Committee and the Compensation Committee. In connection with its decision to appoint Mr. James to the Board, the Board determined that Mr. James will be an “independent” director, as independence is defined in Rule 10A-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and under NYSE listing standards. On May 23, 2019, to fill the remaining vacant Board seat, the Board appointed Mr. Daniel Janki as a Class I director of the Company and appointed Mr. Janki to serve on the Affiliate Transactions Committee and Audit Committee. In connection with its decision to appoint Mr. Janki to the Board, the Board determined that Mr. Janki will be an “independent” director, as independence is defined in Rule 10A-3 of the Exchange Act and under NYSE listing standards. Mr. Janki was designated as a “CD&R Investor Independent Director” (as defined in the Stockholders Agreement, dated November 16, 2018, between the Company and each of Clayton, Dubilier & Rice Fund VIII, L.P., CD&R Friends & Family Fund VIII, L.P., CD&R Pisces Holdings, L.P., Atrium Intermediate Holdings, LLC, GGC BP Holdings, LLC, and AIC Finance Partnership, L.P.), in connection with his appointment to the Board. Messrs. James and Janki, along with the other Class I directors, will stand for re-election at the Company’s annual meeting of stockholders in 2021.