UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 27, 2025

Quanex Building Products Corporation

(Exact name of registrant as specified in its charter)

Delaware		001-33913		26-1561397
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

945 Bunker Hill Road, Suite 900

Houston. Texas

77024

(Address of principal executive office)

(Zip Code)

Registrant’s telephone number, including area code: (713) 961-4600

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		NX		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.07. Submission of Matters to a Vote of Security Holders.

On February 27, 2025, Quanex Building Products Corporation (the “Company”) held its Annual Meeting of Stockholders, pursuant to notice and proxy mailed on or about January 28, 2025, to the Company’s stockholders of record as of January 8, 2025. There were 47,209,476 shares of common stock entitled to vote at the meeting, and a total of 43,230,275 shares were represented at the meeting in person or by proxy.

At the Annual Meeting, eight directors were elected for terms expiring at the Company’s 2025 Annual Meeting, with the following tabulation of votes for each nominee:

Director Nominee	Votes For	Votes Against	Abstain	Broker Non-Votes	Percent of Shares Cast in Favor *
Susan F. Davis	34,306,175	6,032,076	2,351,028	540,996	85.05	%
Bradley E. Hughes	41,175,778	1,506,591	6,911	540,996	96.47	%
Jason D. Lippert	41,182,038	1,500,247	6,994	540,996	96.49	%
Donald R. Maier	40,540,939	2,141,729	6,611	540,996	94.98	%
Manish H. Shah	39,856,531	2,804,821	27,928	540,996	93.43	%
Amit Singhi	42,269,622	412,280	7,378	540,996	99.03	%
William E. Waltz, Jr.	41,181,905	1,498,875	8,499	540,996	96.49	%
George L. Wilson	41,199,658	1,222,005	267,616	540,996	97.12	%

*Excludes Abstentions and Broker Non-Votes

In addition to the election of directors, stockholders at the Annual Meeting took the following actions:

Provided an advisory “say on pay” vote approving the compensation of the Company’s named executive officers;

Ratified the Audit Committee’s appointment of Grant Thornton LLP as the Company’s independent auditor for the fiscal year ending October 31, 2024;

The tabulation of votes for the “say on pay” and auditor ratification proposals is set forth below:

Proposal	Votes For	Votes Against	Abstain	Broker Non-Votes	Percent of Shares Cast in Favor *
Advisory Vote to Approve Named Executive Officer Compensation	37,517,041	5,023,867	148,372	540,996	88.19	%
Ratification of Company’s Independent Auditor	42,632,789	461,759	135,727	-	98.93	%

*Excludes Abstentions and Broker Non-Votes

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		QUANEX BUILDING PRODUCTS CORPORATION

Date: March 3, 2025		/s/ Paul B. Cornett
		Paul B. Cornett
		Senior Vice President – General Counsel and Secretary

Quanex Building Products Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders