AWI

ARMSTRONG WORLD INDUSTRIES INC

NYSE · MATERIALS · PLASTICS PRODUCTS, NEC

168.18

−3.21 −1.87%

USD · close Oct 23

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MKT CAP $7.1BP/E 23.0DIV YIELD 0.79%FCF YIELD 3.47%REV TTM $1.7B +8.6%NET INCOME $315.3M +6.5%NET DEBT $964M52W 151.43 – 203.32SEC XBRL · TTM TO Invalid Date

How AWI rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

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words, now 37,916

New in FY2025

In addition, our CIO leads the Information Security Steering Committee, a group comprised of key information technology employees and business leaders, including our Senior Vice President, Chief Financial Officer and Senior Vice President, General Counsel, Head of Government Relations & Chief Sustainability Officer.
As of December 31, 2025, we operated 22 manufacturing plants, including 19 plants located within the U.S. and three plants in Canada.
Fourteen of our plants are leased and the remaining eight are owned.
(California (3), Colorado, Illinois (2), Missouri (2), Ohio (3), North Carolina, Texas, Utah) and Canada (British Columbia, Ontario and Quebec) Sales and administrative offices are leased and/or owned, and leased facilities are used to supplement our owned warehousing facilities.
LEGAL PROCEEDINGS See the “Specific Material Events” subheading under the “Environmental Matters” section of Note 26 to the Consolidated Financial Statements, which is incorporated herein by reference, for a description of our significant legal proceedings.
MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED S TOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES AWI’s common shares trade on the New York Stock Exchange under the ticker symbol “AWI.” As of February 18, 2026, there were 152 holders of record of AWI’s common stock.
We declared dividends on a quarterly basis, totaling $1.263 per share in 2025.
On February 18, 2026, our Board of Directors declared a dividend of $0.339 per common share outstanding.
The dividend will be paid on March 19, 2026, to shareholders of record as of the close of business on March 5, 2026.
Issuer Purchases of Equity Securities Period Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Approximate Value of Shares that may yet be Purchased under the Plans or Programs October 1 – 31, 2025 77,674 $ 197.15 74,306 $ 568,118,032 November 1 – 30, 2025 187,206 $ 187.08 187,206 $ 533,096,274 December 1 – 31, 2025 1,620 $ 190.64 1,620 $ 532,787,440 Total 266,500 263,132 (1) Includes shares reacquired through the withholding of shares to pay employee tax obligations upon the vesting of restricted shares previously granted under our long-term incentive plans.
For more information regarding securities authorized for issuance under our equity compensation plans, see Note 21 to the Consolidated Financial Statements included in this Form 10-K.
Since inception of the Program, this authorization has been increased to permit repurchases of up to an aggregate of $ 1,700.0 million of our outstanding shares of common stock through December 31, 2026 .
We had $ 532.8 million remaining under the Board’s repurchase authorization as of December 31, 2025.
During 2025, we repurchased 0.8 million shares under the Program for a total cost of $129.0 million, excluding commissions and taxes, or an average price of $167.75 per share.
Since inception through December 31, 2025, we have repurchased 15.4 million shares under the Program for a total cost of $1,167.2 million, excluding commissions and taxes, or an average price of $75.72 per share.
Overview AWI is an Americas leader in the design and manufacture of innovative interior and exterior architectural applications including ceilings, specialty walls and exterior metal solutions.
We manufacture and source products made of numerous materials, including mineral fiber, fiberglass, metal, felt, architectural resin and glass, wood, wood fiber and glass-reinforced-gypsum.
Acquisitions In December 2025, we acquired all of the issued and outstanding stock of FGM-Parallel LLC (“Parallel”), based in Englewood, Colorado.
Parallel is a designer and manufacturer of extruded aluminum products primarily used in exterior architectural applications.
The operations, assets and liabilities of Parallel are included in our Architectural Specialties segment.
In September 2025, we acquired all of the issued and outstanding stock of Geometrik Manufacturing, Inc.
(“Geometrik”), based in Kelowna, British Columbia, Canada.
Geometrik is a designer and manufacturer of wood acoustical ceiling and wall systems.
The operations, assets and liabilities of Geometrik are included in our Architectural Specialties segment.
In December 2024, we acquired all of the issued and outstanding stock of A.
In April 2024, we acquired all of the issued and outstanding membership interests in 3form, LLC (“3form”), based in Salt Lake City, Utah, from Hunter Douglas, Inc. 3form is a designer and manufacturer of architectural resin and glass products used for specialty walls, partitions and ceilings.
In January 2024, we entered into a strategic partnership and equity investment in Overcast Innovations LLC (“Overcast”) with McKinstry Essention, LLC whereby we contributed $ 5.5 million in exchange for an initial 19.5 % ownership interest in Overcast (currently 19.2 %).
Our investment and equity earnings and losses in Overcast are included in our Unallocated Corporate segment.
In July 2023, we acquired all of the issued and outstanding stock of BOK Modern, LLC (“BOK”), based in San Rafael, California.
Manufacturing Plants As of December 31, 2025, we operated 22 manufacturing plants, including 19 plants located within the U.S. and three plants in Canada.
Ceiling component products consist of ceiling perimeters and trim, in addition to grid products that support drywall ceiling systems, structural and walkable grid systems.
Products are available in numerous materials, such as metal, felt, architectural resin and glass, wood, wood fiber and glass-reinforced-gypsum in various colors, shapes and designs.
Architectural Specialties products are sold primarily to direct customers, primarily ceiling systems contractors, and resale distributors.
Unallocated Corporate – includes certain assets, liabilities, income and expenses that have not been allocated to our other business segments and consists of: cash and cash equivalents, our Overcast investment and related equity earnings and losses, the net funded status of our U.S.
Factors Affecting Revenues For information on our segments’ 2025 net sales by geography and disaggregated expenses, see Note 3 to the Consolidated Financial Statements included in this Form 10-K.
For information on our segments’ 2025 net sales disaggregated by major customer groups, see Note 4 to the Consolidated Financial Statements included in this Form 10-K.
The Company continues to monitor the impacts of tariffs and other governmental trade policies and geopolitical events, neither of which had a material direct impact on our financial condition, liquidity or results of operations during 2025 or 2024.
In September 2025, GMS, Inc., one of our largest distributor customers, was acquired by The Home Depot, Inc.
In addition, in October 2025, Foundation Building Materials, Inc., another one of our largest distributor customers, was acquired by Lowe's Companies, Inc.
These acquisitions had no material impact on our financial condition, liquidity or results of operations during 2025.

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Gone since FY2024

In addition, our CIO leads the Information Security Steering Committee, a group comprised of key information technology employees and business leaders, including our Senior Vice President, Chief Financial Officer and Senior Vice President, General Counsel and Chief Compliance Officer.
As of December 31, 2024, we operated 20 manufacturing plants, including 18 plants located within the U.S. and two plants in Canada.
Twelve of our plants are leased and the remaining eight are owned.
(California (3), Illinois (2), Missouri (2), Ohio (3), North Carolina, Texas, Utah), and Canada (Quebec and Ontario) Sales and administrative offices are leased and/or owned, and leased facilities are used to supplement our owned warehousing facilities.
LEGAL PROCEEDINGS See the “Specific Material Events” subheading under “Environmental Matters” section of Note 27 to the Consolidated Financial Statements, which is incorporated herein by reference, for a description of our significant legal proceedings.
MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED S TOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES AWI’s common shares trade on the New York Stock Exchange under the ticker symbol “AWI.” As of February 19, 2025, there were 159 holders of record of AWI’s common stock.
We declared dividends on a quarterly basis, totaling $1.148 per share in 2024.
On February 19, 2025, our Board of Directors declared a dividend of $0.308 per common share outstanding.
The dividend will be paid on March 20, 2025, to shareholders of record as of the close of business on March 6, 2025.
Issuer Purchases of Equity Securities Period Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Approximate Value of Shares that may yet be Purchased under the Plans or Programs October 1 – 31, 2024 112,929 $ 136.73 109,694 $ 661,795,002 November 1 – 30, 2024 $ 140.59 - $ 661,795,002 December 1 – 31, 2024 - $ - - $ 661,795,002 Total 112,985 109,694 (1) Includes shares reacquired through the withholding of shares to pay employee tax obligations upon the exercise of options or vesting of restricted shares previously granted under our long-term incentive plans.
For more information regarding securities authorized for issuance under our equity compensation plans, see Note 22 to the Consolidated Financial Statements included in this Form 10-K.
Since inception of the Program, we have been authorized to repurchase up to an aggregate of $ 1,700.0 million of our outstanding shares of common stock through December 31, 2026 .
We had $ 661.8 million remaining under the Board’s repurchase authorization as of December 31, 2024.
During 2024, we repurchased 0.5 million shares under the Program for a total cost of $ 55.0 million, excluding commissions and taxes, or an average price of $ 119.03 per share.
Since inception through December 31, 2024, we have repurchased 14.6 million shares under the Program for a total cost of $1,038.2 million, excluding commissions and taxes, or an average price of $70.89 per share.
Overview AWI is an Americas leader in the design, innovation and manufacture of interior and exterior architectural applications including ceilings, specialty walls and exterior metal solutions.
Our products primarily include mineral fiber, fiberglass, metal, felt, wood, resin, wood fiber and glass-reinforced-gypsum.
Acquisitions In December 2024, we acquired all the issued and outstanding stock of A.
In April 2024, we acquired all the issued and outstanding membership interests in 3form, LLC (“3form”), based in Salt Lake City, Utah, from Hunter Douglas, Inc. 3form is a designer and manufacturer of architectural resin and glass products used for specialty walls, partitions and ceilings.
In January 2024, we entered into a strategic partnership and equity investment in Overcast Innovations LLC (“Overcast”) with McKinstry Essention, LLC whereby we contributed $ 5.5 million in exchange for a 19.5 % ownership interest in Overcast, with future rights to increase our ownership interest.
Our investment and equity earnings in Overcast are included in our Unallocated Corporate segment.
In July 2023, we acquired all the issued and outstanding stock of BOK Modern, LLC (“BOK”), based in San Rafael, California.
In November 2022, we acquired the business of GC Products, Inc.
(“GC Products”), based in Lincoln, California.
GC Products is a designer and manufacturer of glass-reinforced-gypsum, glass-reinforced-cement, molded ceiling and specialty wall products.
The operations, assets and liabilities of GC Products are included in our Architectural Specialties segment.
Manufacturing Plants As of December 31, 2024, we operated 20 manufacturing plants, including 18 plants located within the U.S. and two plants in Canada.
Ceiling component products consist of ceiling perimeters and trim, in addition to grid products that support drywall ceiling systems.
Products are available in numerous materials, such as metal, felt, wood, resin, wood fiber and glass-reinforced-gypsum in various colors, shapes and designs.
Architectural Specialties products are sold primarily to resale distributors and direct customers, primarily ceiling systems contractors.
Unallocated Corporate – includes certain assets, liabilities, income and expenses that have not been allocated to our other business segments and consists of: cash and cash equivalents, our Overcast investment and related equity earnings/losses, the net funded status of our U.S.
Factors Affecting Revenues For information on our segments’ 2024 net sales by geography and disaggregated expenses, see Note 3 to the Consolidated Financial Statements included in this Form 10-K.
For information on our segments’ 2024 net sales disaggregated by major customer groups, see Note 4 to the Consolidated Financial Statements included in this Form 10-K.
The Company continues to monitor the impacts of tariffs and geopolitical events, including but not limited to, conflicts in Ukraine and the Middle East; none of which had a material direct impact on our financial condition, liquidity or results of operations during 2024 or 2023.
Several factors and trends within our markets affected our business performance during 2024 compared to 2023.
During 2024, increased sales volumes contributed $89 million to the increase in net sales versus the prior year, due primarily to our December 2024 acquisition of 3form, Zahner and BOK, which collectively contributed $84 million and $11 million of net sales in 2024 and 2023, respectively.
Net sales volumes also benefitted from growth in custom project revenues within our Architectural Specialties segment.
Favorable AUV contributed approximately $62 million to our total consolidated net sales for the year ended December 31, 2024 compared to the same period in 2023.
Our Architectural Specialties segment revenues are primarily generated by individual contracts that include a mix of products, both manufactured by us and sourced from third parties, that varies by project.
During the first and third quarters of 2024, we implemented price increases on Mineral Fiber ceiling products.

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Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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