On July 25, 2022, Cornerstone Building Brands Inc. (the “Company”), Camelot Return Intermediate Holdings, LLC (“Parent”) and Camelot Return Merger Sub Inc. (“Merger Sub”) completed the transactions contemplated by that certain agreement and plan of merger, dated as of March 5, 2022 (the “Merger Agreement”), by and among the Company, Parent and Merger Sub. Parent and Merger Sub are subsidiaries of investment funds managed by Clayton, Dubilier & Rice, LLC (“CD&R”). Pursuant to the Merger Agreement, Merger Sub merged with and into the Company (the “Merger”), with the Company surviving the Merger as a subsidiary of Parent (the “Surviving Corporation”).

Pursuant to the terms of the Merger Agreement, immediately prior to, but conditioned on the occurrence of, At the effective time of the Merger (the “ Effective Time”), Kathleen J. Affeldt, George L. Ball, Gary L. Forbes, John J. Holland, William E. Jackson, Wilbert W. James, Jr., Daniel Janki, John Krenicki, Jr., Rose Lee, Timothy O'Brien, Judith Reinsdorf, Nathan K. Sleeper and Jonathan L. Zrebiec each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served. In addition, pursuant to the terms of the Merger Agreement, from and after the Effective Time, Tyler Young and Jonathan L. Zrebiec, who were directors of Merger Sub immediately before the Effective Time, became directors of the Company.