HW / Headwaters Inc. - Документы SEC, Годовой отчет, Доверенное заявление

Хэдуотерс Инк.
US ˙ NYSE ˙ JP3835050000
ЭТОТ СИМВОЛ БОЛЬШЕ НЕ АКТИВЕН

Основная статистика
CIK 1003344
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Headwaters Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
May 18, 2017 15-12B

Headwaters 15-12B

15-12B 1 a17-1344311512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 1-32459 Headwaters Incorporated (Exact n

May 11, 2017 POS AM

Headwaters POS AM

POS AM 1 a17-129113posam.htm POS AM As filed with the Securities and Exchange Commission on May 11, 2017 Registration Nos. 333-117492, 333-156794, 333-159541 UNITED STATES EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 5 TO FORM S-3 REGISTRATION STATEMENT NO. 333-117492 POST-EFFECTIVE AMENDMENT NO. 4 TO FORM S-3 REGISTRATION STATEMENT NO. 333-156794 POST-EFFECTIVE AMENDMEN

May 11, 2017 POS AM

Headwaters POS AM

POS AM 1 a17-129112posam.htm POS AM As filed with the Securities and Exchange Commission on May 11, 2017 Registration Nos. 333-117492, 333-156794, 333-159541 UNITED STATES EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 5 TO FORM S-3 REGISTRATION STATEMENT NO. 333-117492 POST-EFFECTIVE AMENDMENT NO. 4 TO FORM S-3 REGISTRATION STATEMENT NO. 333-156794 POST-EFFECTIVE AMENDMEN

May 11, 2017 POS AM

Headwaters POS AM

As filed with the Securities and Exchange Commission on May 11, 2017 Registration Nos.

May 8, 2017 S-8 POS

Headwaters S-8 POS

Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-103527 POST-EFFECTIVE AMENDMENT NO. 2 T

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126229s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126228s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126227s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126226s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 S-8 POS

Headwaters S-8 POS

Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S?8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S?8 REGISTRATION STATEMENT NO. 333-103527 POST-EFFECTIVE AMENDMENT NO. 2 T

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126224s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126223s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126222s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 S-8 POS

Headwaters S-8 POS

S-8 POS 1 a17-126221s8pos.htm S-8 POS Registration Nos. 333-39678, 333-103527, 333-113704, 333-124803, 333-147599 333-163274, 333-166504, 333-166505, 333-181060, 333-181061 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S—8 REGISTRATION STATEMENT NO. 333-39678 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S—8 REGISTRATION STATEMENT NO. 333-1

May 8, 2017 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION HEADWATERS INCORPORATED

EX-3.1 2 a17-126291ex3d1.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF HEADWATERS INCORPORATED FIRST: The name of the Corporation is Headwaters Incorporated (the “Corporation”). SECOND: The address of the registered office of the Corporation in the State of Delaware is 1209 Orange Street, City of Wilmington, County of New Castle, 19801. The name of its registered agen

May 8, 2017 EX-99.1

Investor Contacts Media Contacts Kylie FitzGerald +61 401 895 894 Luis Garcia +61 419 239 552 Boral Limited ABN 13 008 421 761 – PO Box 1228, North Sydney NSW 2059 - www.boral.com.au

Exhibit 99.1 Boral completes acquisition of Headwaters Incorporated Boral Limited (ASX: BLD) announced today that it has completed its acquisition of Headwaters Incorporated, a leading building products manufacturer and fly ash marketer in North America. The closing of the transaction follows approval by Headwaters? shareholders and receipt of all required regulatory approvals. With the closing of

May 8, 2017 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

8-K 1 a17-1262918k.htm 8-K 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): May 8, 2017 (May 6, 2017) Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisd

May 8, 2017 EX-3.2

AMENDED AND RESTATED BY-LAWS HEADWATERS INCORPORATED A Delaware Corporation Effective May 8, 2017

EX-3.2 3 a17-126291ex3d2.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF HEADWATERS INCORPORATED A Delaware Corporation Effective May 8, 2017 TABLE OF CONTENTS Page ARTICLE I OFFICES Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 1. Place of Meetings 1 Section 2. Annual Meetings 1 Section 3. Special Meetings 2 Section 4. Notice 2 Sectio

May 4, 2017 8-K

Other Events

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): May 4, 2017 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of in

April 28, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 28, 2017 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

April 28, 2017 EX-99.1

N E W S B U L LETIN

Exhibit 99.1 N E W S B U L LETIN FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES RESULTS FOR SE

April 28, 2017 EX-12

Six Months

Exhibit 12 Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends Six Months Ended Year Ended September 30, March 31, (dollars in thousands) 2012* 2013 2014 2015 2016 2017 Fixed Charges Computation Interest expensed and capitalized (1) $ 38,809 $ 37,100 $ 44,768 $ 58,681 $ 39,312 $ 15,737 Amortized premiums, discounts, and capitalized expenses related to indebtedness 14,184 5,84

April 28, 2017 EX-95

For the 3-month period ended March 31, 2017

Exhibit 95 Mine Safety Disclosure Under the Dodd-Frank Act, each operator of a coal or other mine (and operators of facilities related to mining, as defined in section 3 of the Mine Act) is required to include certain mine safety results in its periodic reports filed with the SEC.

April 28, 2017 10-Q

HW / Headwaters Inc. 10-Q (Quarterly Report)

10-Q 1 hw-20170331x10q.htm 10-Q Table of Contents And the UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

February 13, 2017 SC 13G/A

HW / Headwaters Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 headwatersinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Headwaters Inc Title of Class of Securities: Common Stock CUSIP Number: 42210P102 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the rule pursuant to which

February 10, 2017 SC 13G/A

HW / Headwaters Inc. / VICTORY CAPITAL MANAGEMENT INC - HEADWATERS INC 13G-A 123116 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ( Amendment No. 1)* Headwaters Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

February 9, 2017 8-K

Other Events

8-K 1 a17-417518k.htm 8-K 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 9, 2017 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

February 3, 2017 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a17-381118k.htm 8-K 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 3, 2017 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

February 2, 2017 10-Q

Headwaters 10-Q (Quarterly Report)

Table of Contents And the UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 2, 2017 EX-95

For the 3-month period ended December 31, 2016

Exhibit 95 Mine Safety Disclosure Under the Dodd-Frank Act, each operator of a coal or other mine (and operators of facilities related to mining, as defined in section 3 of the Mine Act) is required to include certain mine safety results in its periodic reports filed with the SEC.

February 2, 2017 EX-12

Three Months

EX-12 2 hw-20161231ex12df562ce.htm EX-12 Exhibit 12 Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends Three Months Ended Year Ended September 30, December 31, (dollars in thousands) 2012* 2013 2014 2015 2016 2016 Fixed Charges Computation Interest expensed and capitalized (1) $ 38,809 $ 37,100 $ 44,768 $ 58,681 $ 39,312 $ 8,080 Amortized premiums, discounts, and capitalized

February 2, 2017 EX-99.38

HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN PERFORMANCE UNIT AWARD AGREEMENT

Exhibit 99.38 HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN PERFORMANCE UNIT AWARD AGREEMENT [Employee's Name] Headwaters Incorporated (the "Company") has granted you a Performance Unit Award ("Award") under the 2010 Incentive Compensation Plan (the “Plan”), subject to the following terms and conditions of this agreement (the “Agreement”). Each of the capitalized terms herein shall have

January 31, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 31, 2017 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

January 31, 2017 EX-99.1

N E W S B U L LETIN

Exhibit 99.1 N E W S B U L LETIN RE: Headwaters Incorporated FROM: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES RESULTS FOR FI

January 30, 2017 10-K/A

Headwaters 10-K/A (Annual Report)

10-K/A 1 a17-3378110ka.htm 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2016, or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition

January 27, 2017 8-K

Other Events

8-K 1 a17-335218k.htm 8-K 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): January 27, 2017 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

January 10, 2017 SC 13G/A

HW / Headwaters Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) December 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

January 7, 2017 8-K

Other Events

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): January 6, 2017 (January 5, 2017) Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission

December 29, 2016 DEFM14A

Headwaters DEFM14A

DEFM14A 1 a2230570zdefm14a.htm DEFM14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary

December 13, 2016 PREM14A

Headwaters PREM14A

PREM14A 1 a2230480zprem14a.htm PREM14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: ý Preliminary

November 28, 2016 EX-99.17.3

THIRD AMENDMENT TO EXECUTIVE CHANGE IN CONTROL AGREEMENT

Exhibit 99.17.3 THIRD AMENDMENT TO EXECUTIVE CHANGE IN CONTROL AGREEMENT This Third Amendment to Executive Change in Control Agreement (the ?Amendment?) is entered into as of the 23rd day of November 2016 (?Effective Date?), by and between William H. Gehrmann, III (?Executive?) and Headwaters Incorporated, a Delaware corporation (the ?Company?). RECITALS The Company and Executive entered into the

November 28, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a16-2194838k.htm 8-K 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): November 28, 2016 (November 23, 2016) Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or

November 22, 2016 EX-99.3

Headwaters Employee Letter

Exhibit 99.3 Headwaters Employee Letter Dear Headwaters Employees, I am excited to announce a new chapter in the history of Headwaters. On Sunday, November 20th, we announced that Headwaters has entered into an agreement to combine with Boral Limited. A copy of the press release we issued is attached to this email. For those of you not familiar with Boral, the company is headquartered in Sydney, A

November 22, 2016 EX-99.2

Headwaters Distributor Letter

Exhibit 99.2 Headwaters Distributor Letter [Dear Partner // INSERT CUSTOMARY GREETING], As you are a valued Headwaters partner, I wanted to share some important news about our company. On Sunday, we announced that Headwaters has entered into an agreement to be acquired by Boral Limited. We believe this transaction represents a compelling path forward for Headwaters that will benefit our partners a

November 22, 2016 EX-99.1

Headwaters Customer Letter

Exhibit 99.1 Headwaters Customer Letter Dear Customer , As you are a valued customer of Headwaters, I wanted to share some important news about our company. On Sunday, we announced that Headwaters has entered into an agreement to be acquired by Boral Limited. We believe this transaction represents a compelling path forward for our stakeholders and will provide significant benefits to our customers

November 22, 2016 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a16-2194828k.htm 8-K 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): November 22, 2016 (November 21, 2016) Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or

November 22, 2016 EX-99.5

Headwaters Employee FAQ

EX-99.5 6 a16-219482ex99d5.htm EX-99.5 Exhibit 99.5 Headwaters Employee FAQ 1. What was announced? · We announced that Headwaters has entered into an agreement to combine with Boral Limited. · We are excited about the opportunities we will have as part of Boral as we bring together our two world-class organizations. · The transaction is expected to be completed in mid-calendar year 2017, subject t

November 22, 2016 EX-99.6

Headwaters Customer FAQ

EX-99.6 7 a16-219482ex99d6.htm EX-99.6 Exhibit 99.6 Headwaters Customer FAQ 1. What was announced? · We announced that Headwaters has entered into an agreement to combine with Boral Limited. · We are excited about the opportunities we will have as part of Boral as we bring together our two world-class organizations. 2. Who is Boral? · Boral, headquartered in Sydney, Australia, is Australia’s large

November 22, 2016 EX-99.4

Headwaters Supplier Letter

Exhibit 99.4 Headwaters Supplier Letter Dear Supplier, As you are an important partner to Headwaters, I wanted to reach out to share some exciting news about our company. On Sunday, we announced that Headwaters has entered into an agreement to be acquired by Boral Limited. We believe this transaction represents a compelling path forward for Headwaters that will provide significant benefits to all

November 22, 2016 EX-99.3

Headwaters Employee Letter

Exhibit 99.3 Headwaters Employee Letter Dear Headwaters Employees, I am excited to announce a new chapter in the history of Headwaters. On Sunday, November 20th, we announced that Headwaters has entered into an agreement to combine with Boral Limited. A copy of the press release we issued is attached to this email. For those of you not familiar with Boral, the company is headquartered in Sydney, A

November 22, 2016 EX-99.5

Headwaters Employee FAQ

Exhibit 99.5 Headwaters Employee FAQ 1. What was announced? ? We announced that Headwaters has entered into an agreement to combine with Boral Limited. ? We are excited about the opportunities we will have as part of Boral as we bring together our two world-class organizations. ? The transaction is expected to be completed in mid-calendar year 2017, subject to regulatory approvals and other custom

November 22, 2016 DEFA14A

Headwaters 8-K

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): November 22, 2016 (November 21, 2016) Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commiss

November 22, 2016 EX-99.2

Headwaters Distributor Letter

Exhibit 99.2 Headwaters Distributor Letter [Dear Partner // INSERT CUSTOMARY GREETING], As you are a valued Headwaters partner, I wanted to share some important news about our company. On Sunday, we announced that Headwaters has entered into an agreement to be acquired by Boral Limited. We believe this transaction represents a compelling path forward for Headwaters that will benefit our partners a

November 22, 2016 EX-99.6

Headwaters Customer FAQ

Exhibit 99.6 Headwaters Customer FAQ 1. What was announced? ? We announced that Headwaters has entered into an agreement to combine with Boral Limited. ? We are excited about the opportunities we will have as part of Boral as we bring together our two world-class organizations. 2. Who is Boral? ? Boral, headquartered in Sydney, Australia, is Australia?s largest building and construction materials

November 22, 2016 EX-99.4

Headwaters Supplier Letter

Exhibit 99.4 Headwaters Supplier Letter Dear Supplier, As you are an important partner to Headwaters, I wanted to reach out to share some exciting news about our company. On Sunday, we announced that Headwaters has entered into an agreement to be acquired by Boral Limited. We believe this transaction represents a compelling path forward for Headwaters that will provide significant benefits to all

November 22, 2016 EX-99.1

Headwaters Customer Letter

Exhibit 99.1 Headwaters Customer Letter Dear Customer , As you are a valued customer of Headwaters, I wanted to share some important news about our company. On Sunday, we announced that Headwaters has entered into an agreement to be acquired by Boral Limited. We believe this transaction represents a compelling path forward for our stakeholders and will provide significant benefits to our customers

November 21, 2016 EX-3.2.7

HEADWATERS INCORPORATED SECOND AMENDED AND RESTATED ARTICLE ONE

EX-3.2.7 3 a16-219481ex3d2d7.htm EX-3.2.7 Exhibit 3.2.7 HEADWATERS INCORPORATED SECOND AMENDED AND RESTATED BYLAWS ARTICLE ONE OFFICES Section 1. Registered Office. The registered office of HEADWATERS INCORPORATED, a Delaware corporation (the “Corporation”), shall be located in the City of Wilmington, State of Delaware. Section 2. Other Offices. The Corporation may also have offices at such other

November 21, 2016 EX-2.2

AGREEMENT AND PLAN OF MERGER Dated as of November 20, 2016, HEADWATERS INCORPORATED BORAL LIMITED ENTERPRISE MERGER SUB, INC.

EX-2.2 2 a16-219481ex2d2.htm EX-2.2 Exhibit 2.2 CONFIDENTIAL Execution Version AGREEMENT AND PLAN OF MERGER Dated as of November 20, 2016, among HEADWATERS INCORPORATED BORAL LIMITED and ENTERPRISE MERGER SUB, INC. TABLE OF CONTENTS Page ARTICLE I The Merger SECTION 1.01 The Merger 1 SECTION 1.02 Closing 2 SECTION 1.03 Effective Time 2 SECTION 1.04 Effects 2 SECTION 1.05 Certificate of Incorporati

November 21, 2016 EX-99.1

News Bulletin

EX-99.1 4 a16-219481ex99d1.htm EX-99.1 Exhibit 99.1 News Bulletin RE: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ENTERS INTO DEFINITIVE MERGER AGREEMENT TO BE ACQUIRED BY BORAL LIMITED · Transaction v

November 21, 2016 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 a16-2194818k.htm 8-K 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): November 21, 2016 (November 18, 2016) Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or

November 21, 2016 EX-3.2.7

HEADWATERS INCORPORATED SECOND AMENDED AND RESTATED ARTICLE ONE

EX-3.2.7 3 a16-219481ex3d2d7.htm EX-3.2.7 Exhibit 3.2.7 HEADWATERS INCORPORATED SECOND AMENDED AND RESTATED BYLAWS ARTICLE ONE OFFICES Section 1. Registered Office. The registered office of HEADWATERS INCORPORATED, a Delaware corporation (the “Corporation”), shall be located in the City of Wilmington, State of Delaware. Section 2. Other Offices. The Corporation may also have offices at such other

November 21, 2016 EX-2.2

AGREEMENT AND PLAN OF MERGER Dated as of November 20, 2016, HEADWATERS INCORPORATED BORAL LIMITED ENTERPRISE MERGER SUB, INC.

EX-2.2 2 a16-219481ex2d2.htm EX-2.2 Exhibit 2.2 CONFIDENTIAL Execution Version AGREEMENT AND PLAN OF MERGER Dated as of November 20, 2016, among HEADWATERS INCORPORATED BORAL LIMITED and ENTERPRISE MERGER SUB, INC. TABLE OF CONTENTS Page ARTICLE I The Merger SECTION 1.01 The Merger 1 SECTION 1.02 Closing 2 SECTION 1.03 Effective Time 2 SECTION 1.04 Effects 2 SECTION 1.05 Certificate of Incorporati

November 21, 2016 DEFA14A

Headwaters 8-K

DEFA14A 1 a16-2194818k.htm 8-K 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): November 21, 2016 (November 18, 2016) Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State

November 21, 2016 EX-99.1

News Bulletin

EX-99.1 4 a16-219481ex99d1.htm EX-99.1 Exhibit 99.1 News Bulletin RE: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ENTERS INTO DEFINITIVE MERGER AGREEMENT TO BE ACQUIRED BY BORAL LIMITED · Transaction v

November 15, 2016 10-K

Headwaters 10-K (Annual Report)

hwCurrentFolio10K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 15, 2016 EX-95

For the 3‑month period ended September 30, 2016

Exhibit 95 Mine Safety Disclosure Under the Dodd‑Frank Act, each operator of a coal or other mine (and operators of facilities related to mining, as defined in section 3 of the Mine Act) is required to include certain mine safety results in its periodic reports filed with the SEC.

November 15, 2016 EX-21

Headwaters Incorporated Subsidiaries

Exhibit 21 Headwaters Incorporated Subsidiaries Allmet Roof Products, Ltd., a British Columbia, Canada corporation Chihuahua Stone LLC, a Utah limited liability company Covol Engineered Fuels, LC, a Utah limited liability company Covol Fuels No. 2, LLC, a Utah limited liability company Covol Fuels No. 4, LLC, a Utah limited liability company Covol Fuels No. 5, LLC, a Utah limited liability company

November 15, 2016 EX-12

Year Ended September 30,

Exhibit 12 Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends Year Ended September 30, (dollars in thousands) 2012* 2013 2014 2015 2016 Fixed Charges Computation Interest expensed and capitalized(1) $ 38,809 $ 37,100 $ 44,768 $ 58,681 $ 39,312 Amortized premiums, discounts, and capitalized expenses related to indebtedness 14,184 5,841 2,175 6,179 3,973 Reasonable approximati

November 1, 2016 EX-99.1

N E W S B U L L E T I N

EX-99.1 2 a16-208421ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N RE: Headwaters Incorporated FROM: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (310) 622-8226 FOR IMMEDIATE RELEASE HEADW

November 1, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 1, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

October 26, 2016 8-K/A

Financial Statements and Exhibits

8-K/A 1 a16-2037218ka.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdict

October 26, 2016 EX-99.3

HEADWATERS INCORPORATED INTRODUCTION TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EX-99.3 5 a16-203721ex99d3.htm EX-99.3 Exhibit 99.3 HEADWATERS INCORPORATED INTRODUCTION TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Krestmark Acquisition and Related Financing Transaction On August 19, 2016, Headwaters acquired substantially all of the assets and assumed certain liabilities of Krestmark Industries, L.P., a Texas-based company that manufactures and sells high q

October 26, 2016 EX-99.2

Krestmark Industries, L.P. and Affiliates Combined Financial Statements For the Six Months Ended June 30, 2016

EX-99.2 4 a16-203721ex99d2.htm EX-99.2 Exhibit 99.2 Krestmark Industries, L.P. and Affiliates Combined Financial Statements For the Six Months Ended June 30, 2016 Krestmark Industries, L.P. and Affiliates Contents Combined Financial Statements (Unaudited) Balance Sheets (Unaudited) 1 Statements of Income (Unaudited) 2 Statements of Cash Flows (Unaudited) 3 Notes to Financial Statements (Unaudited)

October 26, 2016 EX-99.1

Krestmark Industries, L.P. and Affiliates Independent Auditor’s Report and Combined Financial Statements December 31, 2015

EX-99.1 3 a16-203721ex99d1.htm EX-99.1 Exhibit 99.1 Krestmark Industries, L.P. and Affiliates Independent Auditor’s Report and Combined Financial Statements December 31, 2015 Krestmark Industries, L.P. and Affiliates December 31, 2015 Contents Independent Auditor’s Report 1 Combined Financial Statements Balance Sheets 3 Statements of Income 4 Statements of Changes in Partners’ Capital 5 Statements

September 23, 2016 SC 13G

HW / Headwaters Inc. / VICTORY CAPITAL MANAGEMENT INC - HEADWATERS INC 13G 073116 Passive Investment

SC 13G 1 headwaters13g073116.htm HEADWATERS INC 13G 073116 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ( Amendment No. )* Headwaters Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) Victory Capital Management Inc., 4900 Tiedeman Rd, 4th Floor, Brooklyn, OH 44144 (216) 898-24

September 23, 2016 SC 13G/A

HW / Headwaters Inc. / RS INVESTMENT MANAGEMENT CO LLC Passive Investment

SC 13G/A 1 hw2016rs13ga1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) July 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the ru

August 25, 2016 EX-99.1

KN E W S B U L L E T I N

EX-99.1 3 a16-174781ex99d1.htm EX-99.1 Exhibit 99.1 KN E W S B U L L E T I N RE: Headwaters Incorporated FROM: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (310) 622-8226 FOR IMMEDIATE RELEASE HEAD

August 25, 2016 EX-4.2.2

INCREMENTAL AMENDMENT

Exhibit 4.2.2 Execution Version INCREMENTAL AMENDMENT INCREMENTAL AMENDMENT, dated as of August 19, 2016 (this ?Amendment?), to the Term Loan Credit Agreement dated as of March 24, 2015 (as amended by Amendment No. 1 dated as of June 30, 2016, and as further amended, supplemented, amended and restated or otherwise modified from time to time, the ?Credit Agreement?) among HEADWATERS INCORPORATED, a

August 25, 2016 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): August 19, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer o

August 25, 2016 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): August 19, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer o

August 25, 2016 EX-4.2.2

INCREMENTAL AMENDMENT

Exhibit 4.2.2 Execution Version INCREMENTAL AMENDMENT INCREMENTAL AMENDMENT, dated as of August 19, 2016 (this ?Amendment?), to the Term Loan Credit Agreement dated as of March 24, 2015 (as amended by Amendment No. 1 dated as of June 30, 2016, and as further amended, supplemented, amended and restated or otherwise modified from time to time, the ?Credit Agreement?) among HEADWATERS INCORPORATED, a

August 25, 2016 EX-99.1

KN E W S B U L L E T I N

EX-99.1 3 a16-174781ex99d1.htm EX-99.1 Exhibit 99.1 KN E W S B U L L E T I N RE: Headwaters Incorporated FROM: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (310) 622-8226 FOR IMMEDIATE RELEASE HEAD

August 3, 2016 10-Q

Headwaters 10-Q (Quarterly Report)

10-Q 1 hw-20160630x10q.htm 10-Q Table of Contents And the UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

August 3, 2016 EX-10.60

EMPLOYMENT AGREEMENT

EX-10.60 2 hw-20160630ex106092296.htm EX-10.60 Exhibit 10.60 EMPLOYMENT AGREEMENT This amended and restated employment agreement (“Agreement”) is entered into effective as of August 1, 2016 (“Amendment Effective Date”) by and between Kirk A. Benson (the “Executive”) and Headwaters Incorporated, a Delaware corporation (the “Company”). This Agreement supersedes the terms of the employment agreement

August 3, 2016 EX-12

Nine Months

Exhibit 12 Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends Nine Months Ended Year Ended September 30, June 30, (dollars in thousands) 2011 2012** 2013 2014 2015 2016 Fixed Charges Computation Interest expensed and capitalized (1) $ 106,557 $ 38,809 $ 37,100 $ 44,768 $ 58,681 $ 24,437 Amortized premiums, discounts, and capitalized expenses related to indebtedness 20,069 14

August 3, 2016 EX-95

For the 3-month period ended June 30, 2016

Exhibit 95 Mine Safety Disclosure Under the Dodd-Frank Act, each operator of a coal or other mine (and operators of facilities related to mining, as defined in section 3 of the Mine Act) is required to include certain mine safety results in its periodic reports filed with the SEC.

August 2, 2016 EX-99.1

N E W S B U L L E T I N

Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES RESULTS FO

August 2, 2016 EX-4.9.12

TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND EIGHTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT

EX-4.9.12 3 a16-159931ex4d9d12.htm EX-4.9.12 Exhibit 4.9.12 TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND EIGHTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT THIS TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND EIGHTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of August 1, 2016 is entered into by and among the Lenders signatory hereto, BANK OF AMERICA, N.

August 2, 2016 EX-2.1

ASSET PURCHASE AGREEMENT KRESTMARK INDUSTRIES, L.P., CREST VINYL EXTRUSIONS, LLC AND LEGACY VINYL WINDOWS, LP, AS SELLERS; WILLIAM E. ROBINSON, JR. HEADWATERS WINDOWS, LLC HEADWATERS INCORPORATED Dated as of August 1, 2016

Exhibit 2.1 Execution Version ASSET PURCHASE AGREEMENT BETWEEN KRESTMARK INDUSTRIES, L.P., CREST VINYL EXTRUSIONS, LLC AND LEGACY VINYL WINDOWS, LP, AS SELLERS; WILLIAM E. ROBINSON, JR. AND HEADWATERS WINDOWS, LLC AND HEADWATERS INCORPORATED Dated as of August 1, 2016 Table of Contents Page ARTICLE I DEFINITIONS 1 Section 1.1 Certain Definitions 1 Section 1.2 Terms Defined Elsewhere in this Agreem

August 2, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 1, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

July 6, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 a16-1451818k.htm 8-K 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): June 30, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Comm

July 6, 2016 EX-4.2.1

AMENDMENT NO. 1

EX-4.2.1 2 a16-145181ex4d2d1.htm EX-4.2.1 Exhibit 4.2.1 EXECUTION VERSION AMENDMENT NO. 1 AMENDMENT NO. 1, dated as of June 30, 2016 (this “Amendment”), to the Term Loan Credit Agreement dated as of March 24, 2015 (as amended, supplemented, amended and restated or otherwise modified from time to time, the “Credit Agreement”) among HEADWATERS INCORPORATED, a Delaware corporation (the “Borrower”), t

July 6, 2016 EX-99.1

N E W S B U L L E T I N

EX-99.1 3 a16-145181ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N RE: Headwaters Incorporated FROM: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (310) 622-8226 FOR IMMEDIATE RELEASE HEADW

May 5, 2016 10-Q

Headwaters 10-Q (Quarterly Report)

10-Q 1 a16-7953110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

May 5, 2016 EX-12

Six Months Ended

EX-12 2 a16-79531ex12.htm EX-12 Exhibit 12 Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends Six Months Ended Year Ended September 30, March 31, (dollars in thousands) 2011 2012** 2013 2014 2015 2016 Fixed Charges Computation Interest expensed and capitalized (1) $ 106,557 $ 38,809 $ 37,100 $ 44,768 $ 58,681 $ 15,498 Amortized premiums, discounts, and capitalized expenses r

May 5, 2016 EX-95

For the 3-month period ended March 31, 2016

EX-95 6 a16-79531ex95.htm EX-95 Exhibit 95 Mine Safety Disclosure Under the Dodd-Frank Act, each operator of a coal or other mine (and operators of facilities related to mining, as defined in section 3 of the Mine Act) is required to include certain mine safety results in its periodic reports filed with the SEC. The following information is presented for each coal reclamation site operated by Head

May 3, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a16-795338k.htm 8-K 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): May 3, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commiss

May 3, 2016 EX-99.1

HEADWATERS INCORPORATED ANNOUNCES RESULTS FOR SECOND QUARTER OF FISCAL 2016 · Revenue Increased 13% to $202 Million · Building Products Segment Revenue Increased 21% · Adjusted EBITDA Increased 21% to $29 Million · Adjusted EPS Increased 117% to $0.1

Exhibit 99.1 N E W S B U L L E T I N RE: Headwaters Incorporated FROM: 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES RESULTS FO

February 26, 2016 8-K

Submission of Matters to a Vote of Security Holders

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 25, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

February 16, 2016 SC 13G/A

HW / Headwaters Inc. / Gates Capital Management, Inc. Passive Investment

SC 13G/A 1 hw123115a4.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Headwaters Incorporated (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the approp

February 12, 2016 SC 13G

HW / Headwaters Inc. / RS INVESTMENT MANAGEMENT CO LLC - HEADWATERS INCORPORATED Passive Investment

Headwaters Incorporated UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 11, 2016 SC 13G/A

HW / Headwaters Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

February 11, 2016 SC 13G

HW / Headwaters Inc. / VANGUARD GROUP INC Passive Investment

SC 13G 1 headwatersinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Headwaters Inc Title of Class of Securities: Common Stock CUSIP Number: 42210P102 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate the rule pursuant to which th

February 4, 2016 EX-99.37

HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN RESTRICTED STOCK AWARD GRANT NOTICE 4 November 2015

EX-99.37 8 a15-241571ex99d37.htm EX-99.37 Exhibit 99.37 HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN RESTRICTED STOCK AWARD GRANT NOTICE 4 November 2015 Headwaters Incorporated (the “Company”), pursuant to its 2010 Incentive Compensation Plan (the “Plan”), hereby awards to Participant the number of shares of the Company’s Common Stock set forth below (“Award”). This Award is subject to

February 4, 2016 EX-95

For the 3-month period ended December 31, 2015

Exhibit 95 Mine Safety Disclosure Under the Dodd-Frank Act, each operator of a coal or other mine (and operators of facilities related to mining, as defined in section 3 of the Mine Act) is required to include certain mine safety results in its periodic reports filed with the SEC.

February 4, 2016 EX-12

Quarter Ended

EX-12 2 a15-241571ex12.htm EX-12 Exhibit 12 Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends Quarter Ended Year Ended September 30, December 31, (dollars in thousands) 2011 2012** 2013 2014 2015 2015 Fixed Charges Computation Interest expensed and capitalized (1) $ 106,557 $ 38,809 $ 37,100 $ 44,768 $ 58,681 $ 7,820 Amortized premiums, discounts, and capitalized expenses r

February 4, 2016 EX-99.36

HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN NOTICE OF STOCK APPRECIATION RIGHT GRANT 4 November 2015

EX-99.36 7 a15-241571ex99d36.htm EX-99.36 Exhibit 99.36 HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN NOTICE OF STOCK APPRECIATION RIGHT GRANT 4 November 2015 [Name] Headwaters Incorporated (the “Company”) has granted to you a Stock Appreciation Right (“SAR”) based on the Fair Market Value of the common stock of the Company under the Headwaters Incorporated 2010 Incentive Compensation P

February 4, 2016 10-Q

HW / Headwaters Inc. 10-Q - Quarterly Report - 10-Q

10-Q 1 a15-24157110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Com

February 2, 2016 EX-99.1

NEWS BULLETIN

Exhibit 99.1 NEWS BULLETIN FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES RESULTS FOR FIRST QU

February 2, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a16-334418k.htm 8-K 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 2, 2016 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

January 7, 2016 DEFA14A

Headwaters DEFA14A

DEFA14A 1 a15-253923defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (a

January 6, 2016 DEF 14A

Headwaters DEF 14A

Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 3, 2015 EX-99.1

N E W S B U L L E T I N

EX-99.1 2 a15-222411ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADW

November 3, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a15-2224118k.htm 8-K 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): November 3, 2015 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

August 4, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 4, 2015 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

August 4, 2015 EX-99.1

N E W S B U L L E T I N

Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES FISCAL 201

May 5, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a15-1079918k.htm 8-K 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): May 5, 2015 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commis

May 5, 2015 EX-99.1

N E W S B U L L E T I N

EX-99.1 2 a15-107991ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADW

March 24, 2015 EX-4.2

$425,000,000 TERM LOAN CREDIT AGREEMENT Dated as of March 24, 2015 HEADWATERS INCORPORATED, as the Borrower, THE GUARANTORS PARTY HERETO FROM TIME TO TIME, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, THE OTHER LENDERS PARTY HERETO FROM

Exhibit 4.2 Deal CUSIP: 42210FAE4 Term Loan CUSIP: 42210FAF1 $425,000,000 TERM LOAN CREDIT AGREEMENT Dated as of March 24, 2015 Among HEADWATERS INCORPORATED, as the Borrower, THE GUARANTORS PARTY HERETO FROM TIME TO TIME, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, and THE OTHER LENDERS PARTY HERETO FROM TIME TO TIME, DEUTSCHE BANK SECURITIES INC. as Sole Lead Arranger and Sole Boo

March 24, 2015 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a15-745918k.htm 8-K 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): March 24, 2015 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Comm

March 6, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): March 2, 2015 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

March 6, 2015 EX-4.9.11

ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SEVENTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT

EX-4.9.11 2 a15-61971ex4d9d11.htm EX-4.9.11 Exhibit 4.9.11 [EXECUTION COPY] ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SEVENTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT THIS ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SEVENTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of March 2, 2015 is entered into by and among the Lenders signatory hereto,

February 27, 2015 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a15-555818k.htm 8-K 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 26, 2015 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

February 17, 2015 SC 13G/A

HW / Headwaters Inc. / Canton Holdings, L.L.C. - SCHEDULE 13G/A Passive Investment

Schedule 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Rule 13d-102) (Amendment No.

February 17, 2015 SC 13G/A

HW / Headwaters Inc. / Gates Capital Management, Inc. - SCHEDULE 13G AMENDMENT FILING Passive Investment

SC 13G/A 1 hw123114a3.htm SCHEDULE 13G AMENDMENT FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Headwaters Incorporated (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of th

February 12, 2015 SC 13G/A

HW / Headwaters Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

February 3, 2015 EX-99.1

N E W S B U L L E T I N FROM:

EX-99.1 2 a15-36161ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADWA

February 3, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 3, 2015 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

January 7, 2015 DEF 14A

HW / Headwaters Inc. DEF 14A - - DEF 14A

Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 7, 2015 DEFA14A

HW / Headwaters Inc. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

November 4, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a14-2362418k.htm 8-K 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): November 4, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

November 4, 2014 EX-99.1

HEADWATERS INCORPORATED ANNOUNCES FOURTH QUARTER AND FISCAL 2014 RESULTS · FY 2014 Revenue Increased 13% to $791 Million · FY 2014 Adjusted EBITDA Increased 19% to $138 Million · FY 2014 Operating Income Increased 23% to $67 Million · FY 2014 Adjuste

EX-99.1 2 a14-236241ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES FOURTH QUARTER AND FISCAL 2014 RESULTS · FY 2014 Revenue Increased 13% to $791 Million · FY 2014 Adjusted EBITDA Increased 19% to $138 Million · FY 2014 Operating Income Increased 23% to $67 Million · FY 2014 Adjusted EPS from Continuing Operations Increased 30% to $0.70 SOUTH JORDAN, UTAH,

October 10, 2014 SC 13G

HW / Headwaters Inc. / Wellington Management Group LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) September 30, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

October 1, 2014 EX-99.1

N E W S B U L L E T I N

Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES APPOINTMEN

October 1, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): October 1, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer o

July 29, 2014 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

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): July 29, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

June 25, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

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): June 23, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

June 25, 2014 EX-10.60

EMPLOYMENT AGREEMENT

Exhibit 10.60 EMPLOYMENT AGREEMENT This amended and restated employment agreement (“Agreement”) is entered into effective as of June 23, 2014 (“Amendment Effective Date”) by and between Kirk A. Benson (the “Executive”) and Headwaters Incorporated, a Delaware corporation (the “Company”). This Agreement supersedes the terms of the employment agreement between the Executive and the Company dated Apri

June 6, 2014 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a14-1482218k.htm 8-K 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): May 19, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commi

June 6, 2014 EX-99.1

IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF UTAH, CENTRAL DIVISION

EX-99.1 2 a14-148221ex99d1.htm EX-99.1 Exhibit 99.1 IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF UTAH, CENTRAL DIVISION JAMES W. EDWARDS, derivatively on behalf of HEADWATERS INCORPORATED and individually on behalf of himself and all other similarly situated shareholders of HEADWATERS INCORPORATED, Plaintiff, vs. KIRK A. BENSON, E.J. GARN, RAYMOND J. WELLER, R. SAM CHRISTENSEN, WILLIAM

June 6, 2014 424B3

Headwaters Incorporated OFFER TO EXCHANGE ALL OUTSTANDING $150,000,000 7¼% Senior Notes due 2019 FOR NEWLY ISSUED, REGISTERED $150,000,000 7¼% Senior Notes due 2019

424B3 1 a14-46641424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Number 333-193756 PROSPECTUS Headwaters Incorporated OFFER TO EXCHANGE ALL OUTSTANDING $150,000,000 7¼% Senior Notes due 2019 FOR NEWLY ISSUED, REGISTERED $150,000,000 7¼% Senior Notes due 2019 We are offering to exchange 7¼% Senior Notes due 2019 of Headwaters Incorporated (“Headwaters”), which have b

June 3, 2014 CORRESP

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Headwaters Incorporated 10701 South River Front Parkway, Suite 300 South Jordan, UT 84095 June 3, 2014 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

May 22, 2014 EX-5.5

Mail PO Box 100200 (29202) www.rtt-law.com 220 Executive Center Dr, Suite 109 Stuart M. Lee Tel 803-771-7900 Columbia, South Carolina 29210 [email protected] Fax 803-744-3562 May 22, 2014

Exhibit 5.5 Mail PO Box 100200 (29202) www.rtt-law.com 220 Executive Center Dr, Suite 109 Stuart M. Lee Tel 803-771-7900 Columbia, South Carolina 29210 [email protected] Fax 803-744-3562 May 22, 2014 Headwaters Incorporated 10701 South River Front Parkway, Suite 300 South Jordan, UT 84095 Re: Registration Statement on Form S-4 Ladies and Gentlemen: We have acted as special South Carolina counsel to

May 22, 2014 EX-5.4

May 22, 2014

Exhibit 5.4 WEGMAN HESSLER & VANDERBURG Legal Professional Association 6055 Rockside Woods Boulevard, Suite 200 Cleveland, OH 44131 Telephone: (216) 642-3342 Facsimile: (216) 642-8826 www.wegmanlaw.com May 22, 2014 Headwaters Incorporated 10701 S. River Front Parkway, Ste 300 South Jordan, UT 84095 Re: Amendment No. 1 and Amendment No. 2 to Registration Statement on Form S-4 Ladies and Gentlemen:

May 22, 2014 S-4/A

- S-4/A

As filed with the Securities and Exchange Commission on May 22, 2014 Registration No.

May 1, 2014 S-4/A

- S-4/A

S-4/A 1 a14-46641s4a.htm S-4/A Table of Contents As filed with the Securities and Exchange Commission on May 1, 2014 Registration No. 333-193756 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 To FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HEADWATERS INCORPORATED (Exact Name of Registrant as Specified in its Charter) Delaware 2990 87-054

May 1, 2014 EX-5.3

LAW OFFICE DANIEL R. SHEMKE, P.C. 214 S. MAIN ST. SUITE 206 ANN ARBOR, MICHIGAN 48104 EMAIL: [email protected] (734) 663-4333 (734) 663-9772 (FAX) May 1, 2014

Exhibit 5.3 LAW OFFICE DANIEL R. SHEMKE, P.C. 214 S. MAIN ST. SUITE 206 ANN ARBOR, MICHIGAN 48104 EMAIL: [email protected] (734) 663-4333 (734) 663-9772 (FAX) May 1, 2014 Headwaters Incorporated 10701 South River Front Parkway Suite 300 South Jordan, Utah 84095 Ladies and Gentlemen: We have acted as special counsel in the State of Michigan ( the “State”) to Tapco International Corporation, a

May 1, 2014 EX-5.5

Mail PO Box 100200 (29202) www.rtt-law.com 220 Executive Center Dr, Suite 109 Stuart M. Lee Tel 803-771-7900 Columbia, South Carolina 29210 [email protected] Fax 803-744-3562 May 1, 2014

Exhibit 5.5 Mail PO Box 100200 (29202) www.rtt-law.com 220 Executive Center Dr, Suite 109 Stuart M. Lee Tel 803-771-7900 Columbia, South Carolina 29210 [email protected] Fax 803-744-3562 May 1, 2014 Headwaters Incorporated 10701 South River Front Parkway, Suite 300 South Jordan, UT 84095 Re: Registration Statement on Form S-4 Ladies and Gentlemen: We have acted as special South Carolina counsel to

May 1, 2014 EX-5.4

May 1, 2014

Exhibit 5.4 WEGMAN HESSLER & VANDERBURG Legal Professional Association 6055 Rockside Woods Boulevard, Suite 200 Cleveland, OH 44131 Telephone: (216) 642-3342 Facsimile: (216) 642-8826 www.wegmanlaw.com May 1, 2014 Headwaters Incorporated 10701 S. River Front Parkway, Ste 300 South Jordan, UT 84095 Re: Amendment No. 1 to Registration Statement on Form S-4 Ladies and Gentlemen: We have acted as spec

April 29, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): April 29, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

April 29, 2014 EX-99.1

HEADWATERS INCORPORATED ANNOUNCES RESULTS FOR SECOND QUARTER OF FISCAL 2014 · Revenue of $157 Million, Up 11% Year-Over-Year · Adjusted EBITDA of $18 Million · 2014 Guidance of $130 Million to $145 Million Reaffirmed

EX-99.1 2 a14-114291ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (310) 622-8226 FOR IMMEDIATE RELEASE HEADW

April 16, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a14-1068718k.htm 8-K 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): April 15, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Com

April 3, 2014 CORRESP

-

HEADWATERS INCORPORATED 10701 South River Front Parkway South Jordan, UT 84095 April 3, 2014 United States Securities and Exchange Commission 100 F Street, N.

March 18, 2014 CORRESP

-

HEADWATERS INCORPORATED 10701 South River Front Parkway, Suite 300 South Jordan, UT 84095 March 18, 2014 United States Securities and Exchange Commission 100 F Street, N.

February 28, 2014 8-K

Submission of Matters to a Vote of Security Holders - 8-K

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, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

February 14, 2014 SC 13G/A

HW / Headwaters Inc. / Gates Capital Management, Inc. - SCHEDULE 13G AMENDMENT FILING Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2014 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $.001 par value, of Headwaters Incorporated, a Delaware corporation, and further agree that thi

February 14, 2014 SC 13G

HW / Headwaters Inc. / Canton Holdings, L.L.C. - SC 13G Passive Investment

SC 13G 1 d676524dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Headwaters Incorporated (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 42210P102 (CUSIP Number) December 31,

February 11, 2014 SC 13G/A

HW / Headwaters Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 headwaters.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Headwaters Inc Title of Class of Securities: Common Stock CUSIP Number: 42210P102 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate the rule pursuant to which thi

February 5, 2014 EX-25.1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT T

Exhibit 25.1 File No. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S

February 5, 2014 EX-5.5

Mail PO Box 100200 (29202) www.rtt-law.com 220 Executive Center Dr, Suite 109 Stuart M. Lee Tel 803-771-7900 Columbia, South Carolina 29210 [email protected] Fax 803-744-3562 February 3, 2014

Exhibit 5.5 Mail PO Box 100200 (29202) www.rtt-law.com 220 Executive Center Dr, Suite 109 Stuart M. Lee Tel 803-771-7900 Columbia, South Carolina 29210 [email protected] Fax 803-744-3562 February 3, 2014 Headwaters Incorporated 10701 South River Front Parkway, Suite 300 South Jordan, UT 84095 Re: Registration Statement on Form S-4 Ladies and Gentlemen: We have acted as special South Carolina counse

February 5, 2014 EX-99.2

HEADWATERS INCORPORATED OFFER TO EXCHANGE $150,000,000 principal amount of 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated, which have been registered under the Securities Act of 1933, for an

EX-99.2 12 a14-46641ex99d2.htm EX-99.2 Exhibit 99.2 HEADWATERS INCORPORATED OFFER TO EXCHANGE $150,000,000 principal amount of 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated, which have been registered under the Securities Act of 1933, for any and all 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headw

February 5, 2014 S-4

- S-4

Table of Contents As filed with the Securities and Exchange Commission on February 4, 2014 Registration No.

February 5, 2014 EX-5.6

February 4, 2014

Exhibit 5.6 February 4, 2014 Headwaters Incorporated 10701 South River Front Parkway, Suite 300 South Jordan, UT 84095 Re: Registration Statement on Form S-4 Ladies and Gentlemen: We are acting as local Florida counsel to Entegra Roof Tile, LLC (“Entegra”), Entegra Roof Tile Sales, LLC (“Entegra Sales”), Entegra Roof Tile Delivery, LLC (“Entegra Delivery”), and Entegra Roof Tile Okeechobee, LLC (“

February 5, 2014 EX-99.4

NOTICE OF GUARANTEED DELIVERY for Tender of 7¼% Senior Notes due 2019 of Headwaters Incorporated

Exhibit 99.4 NOTICE OF GUARANTEED DELIVERY for Tender of 7¼% Senior Notes due 2019 of Headwaters Incorporated As set forth in the Exchange Offer (as defined below), this Notice of Guaranteed Delivery (or a facsimile hereof) or one substantially equivalent hereto or the electronic form used by The Depository Trust Company (“DTC”) for this purpose must be used to accept the Exchange Offer of certifi

February 5, 2014 EX-5.4

February 3, 2014

Exhibit 5.4 WEGMAN HESSLER & VANDERBURG Legal Professional Association 6055 Rockside Woods Boulevard, Suite 200 Cleveland, OH 44131 Telephone: (216) 642-3342 Facsimile: (216) 642-8826 www.wegmanlaw.com February 3, 2014 Headwaters Incorporated 10701 S. River Front Parkway, Ste 300 South Jordan, UT 84095 Re: Registration Statement on Form S-4 Ladies and Gentlemen: We have acted as special counsel in

February 5, 2014 EX-99.3

HEADWATERS INCORPORATED OFFER TO EXCHANGE $150,000,000 principal amount of 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated, which have been registered under the Securities Act of 1933, for an

Exhibit 99.3 HEADWATERS INCORPORATED OFFER TO EXCHANGE $150,000,000 principal amount of 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated, which have been registered under the Securities Act of 1933, for any and all 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated , 2014 To Our Client

February 5, 2014 EX-99.1

LETTER OF TRANSMITTAL Relating to the Offer by Headwaters Incorporated to Exchange 7¼% Senior Notes due 2019, guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated (“Registered Notes”) 7¼% Senior Notes due 2019, guaranteed

Exhibit 99.1 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action to be taken, you should immediately consult your broker, bank manager, lawyer, accountant, investment advisor or other professional. This document relates to an exchange offer (the “Exchange Offer”) made by Headwaters Incorporated (“Headwaters”). The Exchange Offer is described i

February 5, 2014 EX-99.5

HEADWATERS INCORPORATED OFFER TO EXCHANGE $150,000,000 principal amount of 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated, which have been registered under the Securities Act of 1933, for an

EX-99.5 15 a14-46641ex99d5.htm EX-99.5 Exhibit 99.5 HEADWATERS INCORPORATED OFFER TO EXCHANGE $150,000,000 principal amount of 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headwaters Incorporated, which have been registered under the Securities Act of 1933, for any and all 7¼% Senior Notes due 2019 guaranteed by substantially all domestic subsidiaries of Headw

February 5, 2014 EX-5.3

LAW OFFICE DANIEL R. SHEMKE, P.C. 214 S. MAIN ST. SUITE 206 ANN ARBOR, MICHIGAN 48104 EMAIL: [email protected] (734) 663-4333 (734) 663-9772 (FAX) February 3, 2014

Exhibit 5.3 LAW OFFICE DANIEL R. SHEMKE, P.C. 214 S. MAIN ST. SUITE 206 ANN ARBOR, MICHIGAN 48104 EMAIL: [email protected] (734) 663-4333 (734) 663-9772 (FAX) February 3, 2014 Headwaters Incorporated 10701 South River Front Parkway Suite 300 South Jordan, Utah 84095 Ladies and Gentlemen: We have acted as special counsel in the State of Michigan ( the “State”) to Tapco International Corporatio

February 5, 2014 10-Q

Headwaters 10-Q (Quarterly Report)

10-Q 1 a14-3716110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm

February 4, 2014 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

8-K 1 a14-466448k.htm 8-K 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 4, 2014 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

February 4, 2014 EX-99.1

HEADWATERS INCORPORATED ANNOUNCES RESULTS FOR FIRST QUARTER OF FISCAL 2014 · Revenue of $166 Million · Operating Income of $8 Million · Adjusted EBITDA of $24 Million

EX-99.1 2 a14-46644ex99d1.htm EX-99.1 Exhibit 99.1 NEWS BULLETIN RE: Headwaters Incorporated 10701 S. River Front Parkway, Suite 300 FROM: South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (310) 622-8226 FOR IMMEDIATE RELEASE HEADWATERS INCOR

February 4, 2014 CORRESP

-

February 4, 2014 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Headwaters Incorporated and Subsidiary Guarantors Registration Statement on Form S-4 Ladies and Gentlemen: On behalf of Headwaters Incorporated, a Delaware corporation (the “Issuer”), and the Issuer’s subsidiary guarantors (collectively, the “Guarantors” and, together with the Issuer, the “R

January 7, 2014 DEFA14A

- DEFA14A

DEFA14A 1 a14-11472defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as

January 6, 2014 DEF 14A

- DEF 14A

Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 12, 2013 EX-99.1

N E W S B U L L E T I N

EX-99.1 5 a13-261601ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADW

December 12, 2013 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events - 8-K

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): December 9, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction of incorporation) (Commission

December 12, 2013 EX-4.9.9

NINTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SIXTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT

Exhibit 4.9.9 NINTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SIXTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT THIS NINTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SIXTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of December 9, 2013 is entered into by and among the Lenders signatory hereto, BANK OF AMERICA, N.A., as Agent for the Lenders (in such capacity, “A

December 12, 2013 EX-4.2

$150,000,000 7¼% Senior Notes due 2019 REGISTRATION RIGHTS AGREEMENT

Exhibit 4.2 EXECUTION VERSION $150,000,000 7¼% Senior Notes due 2019 REGISTRATION RIGHTS AGREEMENT December 10, 2013 Deutsche Bank Securities Inc. As Representative of the Initial Purchasers c/o Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Ladies and Gentlemen: Headwaters Incorporated, a Delaware corporation (the “Issuer”), proposes to issue and sell to Deutsche Bank Secur

December 12, 2013 EX-4.1

INDENTURE Dated as of December 10, 2013 HEADWATERS INCORPORATED, the GUARANTORS named herein and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 7¼% Senior Notes due 2019

EX-4.1 2 a13-261601ex4d1.htm EX-4.1 Exhibit 4.1 EXECUTION VERSION INDENTURE Dated as of December 10, 2013 Among HEADWATERS INCORPORATED, the GUARANTORS named herein and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 7¼% Senior Notes due 2019 CROSS-REFERENCE TABLE TIA Section Indenture Section 310 (a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.08; 7.10 (b) 7.08; 7.10; 12.02 (c) N.A. 3

December 10, 2013 SC 13G/A

HW / Headwaters Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

SC 13G/A 1 secfiling.htm DISCLOSURE DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) November 30, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

December 6, 2013 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a13-2533038k.htm 8-K 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): December 5, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

December 6, 2013 EX-99.1

HEADWATERS INCORPORATED SHAREHOLDER UPDATE December 5, 2013

EX-99.1 2 a13-253304ex99d1.htm EX-99.1 Exhibit 99.1 HEADWATERS INCORPORATED SHAREHOLDER UPDATE December 5, 2013 Forward Looking Statements Certain statements contained in this press release are forward-looking statements within the meaning of federal securities laws and Headwaters intends that such forward-looking statements be subject to the safe-harbor created thereby. Forward-looking statements

December 6, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a13-2533048k.htm 8-K 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): December 4, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

December 6, 2013 EX-99.1

N E W S B U L L E T I N

Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES PRICING OF

December 4, 2013 EX-99.3

HEADWATERS INCORPORATED AGREES TO ACQUIRE EQUITY INTERESTS IN THE ENTEGRA ROOF TILE AND TAG & STICK BUSINESSES

EX-99.3 4 a2217611zex-993.htm EX-99.3 QuickLinks - Click here to rapidly navigate through this document Exhibit 99.3 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia R

December 4, 2013 EX-99.1

Headwaters Incorporated Supplemental Regulation FD Disclosure Statement Dated December 4, 2013 Our Company

EX-99.1 2 a2217611zex-991.htm EX-99.1 QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 Headwaters Incorporated Supplemental Regulation FD Disclosure Statement Dated December 4, 2013 Our Company Headwaters is a building products company operating in the light building products and heavy building materials sectors. Our vision is to improve lives through innovative advan

December 4, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 a2217611z8-k.htm 8-K QuickLinks - Click here to rapidly navigate through this document 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): December 4, 2013 Headwaters Incorporated (Exact name of registrant as specified in its cha

December 4, 2013 EX-99.2

HEADWATERS INCORPORATED ANNOUNCES PRIVATE PLACEMENT OF SENIOR NOTES

EX-99.2 3 a2217611zex-992.htm EX-99.2 QuickLinks - Click here to rapidly navigate through this document Exhibit 99.2 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia R

November 12, 2013 EX-4.9.8

EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND FIFTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT

EX-4.9.8 2 a13-239541ex4d9d8.htm EX-4.9.8 Exhibit 4.9.8 EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND FIFTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT THIS EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT AND FIFTH AMENDMENT TO GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of November 6, 2013 is entered into by and among the Lenders signatory hereto, BANK OF AMERICA, N.A., as

November 12, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 a13-2395418k.htm 8-K 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): November 6, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

November 7, 2013 SC 13G/A

HW / Headwaters Inc. / Gates Capital Management, Inc. - SCHEDULE 13G AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

November 5, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a13-2358318k.htm 8-K 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): November 5, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

November 5, 2013 EX-99.1

HEADWATERS INCORPORATED ANNOUNCES FOURTH QUARTER AND FISCAL 2013 RESULTS · FY 2013 Revenue Increased 11% to $703 Million · FY 2013 Operating Income Increased 58% to $54 Million · FY 2013 Adjusted EBITDA Increased 13% to $116 Million

Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES FOURTH QUA

September 23, 2013 SC 13G

HW / Headwaters Inc. / Gates Capital Management, Inc. - SCHEDULE 13G HOLDINGS REPORT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) September 13, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: o Rule 13d-1(b) x Rule 13d-1(c) o Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

July 30, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a13-1751518k.htm 8-K 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): July 30, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Comm

July 30, 2013 EX-99.1

N E W S B U L L E T I N

EX-99.1 2 a13-175151ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADW

July 10, 2013 SC 13G/A

HW / Headwaters Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

SC 13G/A 1 secfiling.htm DISCLOSURE DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Headwaters Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) June 30, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

May 8, 2013 EX-10.104

NOTE PURCHASE AGREEMENT

EX-10.104 2 a13-118941ex10d104.htm EX-10.104 Exhibit 10.104 NOTE PURCHASE AGREEMENT This Note Purchase Agreement (this “Agreement”) is made and entered into as of May , 2013, by and between the Holders listed on Schedule A (each a “Holder”, and collectively, the “Holders”), and Headwaters Incorporated, a Delaware corporation (the “Company”). RECITALS WHEREAS, each Holder currently holds that princ

May 8, 2013 EX-99.1

N E W S B U L L E T I N

EX-99.1 3 a13-118941ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADW

May 8, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 a13-1189418k.htm 8-K 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): May 7, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commis

April 30, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 30, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

April 30, 2013 EX-99.1

HEADWATERS INCORPORATED ANNOUNCES RESULTS FOR SECOND QUARTER OF FISCAL 2013 · Revenue Increased 9% to $141 Million · Completed the Sale of Discontinued Coal Cleaning Business

EX-99.1 2 a13-111421ex99d1.htm EX-99.1 Exhibit 99.1 RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (916) 939-7285 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES R

February 22, 2013 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a13-586118k.htm 8-K 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 21, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

February 14, 2013 SC 13G

HW / Headwaters Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Headwaters Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

February 12, 2013 SC 13G/A

HW / Headwaters Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 headwatersinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Headwaters Inc Title of Class of Securities: Common Stock CUSIP Number: 42210P102 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designate the rule pursuant to which

February 11, 2013 SC 13G/A

HW / Headwaters Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* HEADWATERS INC (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

January 29, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a13-386218k.htm 8-K 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): January 29, 2013 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Co

January 29, 2013 EX-99.1

N E W S B U L L E T I N FROM:

EX-99.1 2 a13-38621ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADWA

January 7, 2013 DEF 14A

- DEF 14A

DEF 14A 1 a2212336zdef14a.htm DEF 14A Use these links to rapidly review the document PROXY STATEMENT TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the

January 7, 2013 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

December 26, 2012 EX-99.1

N E W S B U L L E T I N

EX-99.1 4 a12-291894ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADW

December 26, 2012 EX-1.1

10,000,000 Shares HEADWATERS INCORPORATED Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENT

EX-1.1 2 a12-291894ex1d1.htm EX-1.1 Exhibit 1.1 EXECUTION VERSION 10,000,000 Shares HEADWATERS INCORPORATED Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENT December 18, 2012 Deutsche Bank Securities Inc. Stifel, Nicolaus & Company, Incorporated As Representatives of the Several Underwriters c/o Deutsche Bank Securities Inc. 60 Wall Street, 4th Floor New York, New York 10005 Ladies an

December 26, 2012 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a12-2918948k.htm 8-K 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): December 18, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

December 19, 2012 424B5

Per Share Total Public offering price $ 7.25 $ 72,500,000 Underwriting discounts and commissions $ 0.435 $ 4,350,000 Proceeds, before expenses, to us $ 6.815 $ 68,150,000

Use these links to rapidly review the document Table of Contents TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Commission File No.

December 17, 2012 EX-2.1

ASSET PURCHASE AGREEMENT BY AND AMONG TAPCO INTERNATIONAL CORPORATION KLEER LUMBER, INC. LOUIS H. PRICE WALTER F. VALENTINE JO-ANNE G. PRICE DECEMBER 14, 2012

EX-2.1 2 a12-291893ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION ASSET PURCHASE AGREEMENT BY AND AMONG TAPCO INTERNATIONAL CORPORATION AND KLEER LUMBER, INC. AND LOUIS H. PRICE WALTER F. VALENTINE JO-ANNE G. PRICE DECEMBER 14, 2012 TABLE OF CONTENTS Page ARTICLE I SALE OF ASSETS 1 Section 1.1. Assets to be Sold 1 Section 1.2. Excluded Assets 2 ARTICLE II ASSUMPTION OF LIABILITIES 3 Section 2.1. L

December 17, 2012 EX-99.2

N E W S B U L L E T I N

EX-99.2 5 a12-291893ex99d2.htm EX-99.2 Exhibit 99.2 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADW

December 17, 2012 424B5

Per Share Total Public offering price $ $ Underwriting discounts and commissions $ $ Proceeds, before expenses, to us $ $

Use these links to rapidly review the document Table of Contents TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Commission File No.

December 17, 2012 EX-4.9.7

SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT

EX-4.9.7 3 a12-291893ex4d9d7.htm EX-4.9.7 Exhibit 4.9.7 SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of December 13, 2012 is entered into by and among the Lenders signatory hereto, BANK OF AMERICA, N.A., as Agent for the Lenders (in such capacity, “Agent”), HEADWATERS CONSTRUCTION MATERIALS, INC., a Utah corpora

December 17, 2012 EX-99.1

N E W S B U L L E T I N

EX-99.1 4 a12-291893ex99d1.htm EX-99.1 Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADW

December 17, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): December 14, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

November 8, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a12-2650918k.htm 8-K 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): November 3, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (C

November 6, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 6, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

November 6, 2012 EX-99.1

N E W S B U L L E T I N

Exhibit 99.1 N E W S B U L L E T I N RE: Headwaters Incorporated FROM: 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (916) 939-7285 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES RESULTS FO

July 31, 2012 EX-99.1

NEWS BULLETIN FROM:

EX-99.1 2 a12-173271ex99d1.htm EX-99.1 Exhibit 99.1 NEWS BULLETIN FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADWATERS INCO

July 31, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 31, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer of

June 11, 2012 EX-4.11

HEADWATERS INCORPORATED as Issuer WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Dated as of June 7, 2012 8.75% Convertible Senior Subordinated Notes due 2016

Exhibit 4.11 HEADWATERS INCORPORATED as Issuer AND WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Indenture Dated as of June 7, 2012 8.75% Convertible Senior Subordinated Notes due 2016 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01 . Definitions 1 Section 1.02 . Compliance Certificates and Opinions 15 Section 1.03 . Form of Documents Deliv

June 11, 2012 EX-99.1

N E W S B U L L E T I N

Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: Sharon Madden Vice President of Investor Relations (801) 984-9400 ANALYST CONTACT: Tricia Ross Financial Profiles (916) 939-7285 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES THE EXCHAN

June 11, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a12-1424418k.htm 8-K 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): June 7, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commis

May 31, 2012 CORRESP

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Headwaters Incorporated 10653 South River Front Parkway Suite 300 South Jordan, UT 84095 May 31, 2012 BY EDGAR SYSTEM United States Securities and Exchange Commission Washington, D.

May 22, 2012 CORRESP

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Pillsbury Winthrop Shaw Pittman LLP 50 Fremont Street | San Francisco, CA 94105-2228 | tel 415.

May 9, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a12-1167818k.htm 8-K 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): May 7, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commiss

May 9, 2012 EX-4.9.6

SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT

EX-4.9.6 2 a12-116781ex4d9d6.htm EX-4.9.6 Exhibit 4.9.6 SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of May 8, 2012 is entered into by and among the Lenders signatory hereto, BANK OF AMERICA, N.A., as Agent for the Lenders (in such capacity, “Agent”), HEADWATERS CONSTRUCTION MATERIALS, INC., a Utah corporation (“HCM

May 4, 2012 EX-99.T3F

CROSS-REFERENCE TABLE

EX-99.T3F 4 a12-113431ex99dt3f.htm EX-T3F Exhibit T3F CROSS-REFERENCE TABLE TIA Indenture Section Section 310 (a)(1) 10.10 (a)(2) 10.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 10.10 (b) 10.09; 10.11 311 (a) 10.14 (b) 10.14 312 (a) 11.01 (b) 11.02; 14.01 (c) 11.02; 14.01 313 (a) 11.03 (b) 11.03 (c) 11.03 (d) 11.03 314 (a) 4.06; 4.08 (b) N.A. (c) 1.02; 4.08 (d) N.A. (e) 1.02 (f) N.A. 315 (a) 10.01 (b) 10.02

May 4, 2012 EX-99.T3C

HEADWATERS INCORPORATED as Issuer WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Dated as of [·], 2012 [·]% Convertible Senior Subordinated Notes due 2016

EX-99.T3C 2 a12-113431ex99dt3c.htm EX-T3C Exhibit T3C HEADWATERS INCORPORATED as Issuer AND WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Indenture Dated as of [·], 2012 [·]% Convertible Senior Subordinated Notes due 2016 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01 . Definitions 1 Section 1.02 . Compliance Certificates and Opinions 15 S

May 4, 2012 EX-99.T3G

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT T

EX-99.T3G 5 a12-113431ex99dt3g.htm EX-T3G Exhibit T3G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified

May 4, 2012 EX-99.T3E

EXCHANGE AGREEMENT

EX-99.T3E 3 a12-113431ex99dt3e.htm EX-T3E Exhibit T3E EXCHANGE AGREEMENT This Agreement (this “Agreement”) is entered into as of , 2012 by and between Headwaters Incorporated, a Delaware corporation (the “Company”), and [ ], a [·] (the “Holder”), as the lawful owner of $ aggregate principal amount (the “Old Notes”) of the Company’s 2.50% Convertible Senior Subordinated Notes due 2014 (CUSIP 42210P

May 4, 2012 T-3

- T-3

T-3 1 a12-113431t3.htm T-3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-3 FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 HEADWATERS INCORPORATED (Name of Applicant) 10635 South River Front Parkway, Suite 300 South Jordan, Utah 84095 (Address of Principal Executive Office) SECURITIES TO BE ISSUED UNDER THE INDENTURE TO BE QUA

May 1, 2012 S-8

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S-8 1 a12-108261s8.htm S-8 As filed with the Securities and Exchange Commission on May 1, 2012. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 HEADWATERS INCORPORATED (Exact name of registrant as specified in its charter) Delaware 87-0547337 (State or other jurisdiction of incorporation

May 1, 2012 S-8

- S-8

As filed with the Securities and Exchange Commission on May 1, 2012. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 HEADWATERS INCORPORATED (Exact name of registrant as specified in its charter) Delaware 87-0547337 (State or other jurisdiction of incorporation or organization) (I.R.S. Em

April 26, 2012 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

8-K 1 a12-1054518k.htm 8-K 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): April 26, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Com

April 26, 2012 EX-99.1

N E W S B U L L E T I N FROM:

Exhibit 99.1 N E W S B U L L E T I N FROM: RE: Headwaters Incorporated 10653 S. River Front Parkway, Suite 300 South Jordan, UT 84095 Phone: (801) 984-9400 NYSE: HW FOR FURTHER INFORMATION AT THE COMPANY: ANALYST CONTACT: Sharon Madden Tricia Ross Vice President of Investor Relations Financial Profiles (801) 984-9400 (916) 939-7285 FOR IMMEDIATE RELEASE HEADWATERS INCORPORATED ANNOUNCES RESULTS FO

February 27, 2012 EX-99.22

HEADWATERS INCORPORATED 2012 EXECUTIVE MASTER BONUS PLAN

EX-99.22 2 a12-58781ex99d22.htm EX-99.22 Exhibit 99.22 HEADWATERS INCORPORATED 2012 EXECUTIVE MASTER BONUS PLAN 1. Purposes of the Plan. This Headwaters Incorporated 2012 Executive Master Bonus Plan sets forth the plan for payment of cash bonuses to those Participants designated for participation and is intended to increase stockholder value and the success of the Company by motivating Participant

February 27, 2012 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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 23, 2012 Headwaters Incorporated (Exact name of registrant as specified in its charter) Delaware 1-32459 87-0547337 (State or other jurisdiction (Commission (I.R.S. Employer

February 27, 2012 EX-99.29.1

HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN AMENDMENT NO. 1 Effective 23 February 2012

EX-99.29.1 3 a12-58781ex99d29d1.htm EX-99.29.1 Exhibit 99.29.1 HEADWATERS INCORPORATED 2010 INCENTIVE COMPENSATION PLAN AMENDMENT NO. 1 Effective 23 February 2012 1. PURPOSE OF AMENDMENT NO. 1 This Amendment No. 1 to the Plan increases the number of shares available for issuance under the Plan by 2,700,000 shares as authorized by the Board and the stockholders of the Company. All capitalized terms

February 17, 2012 EX-4.1

Headwaters Incorporated as Issuer Wells Fargo Bank, National Association as Trustee Dated as of , 201 TABLE OF CONTENTS

EX-4.1 2 a2207389zex-41.htm EX-4.1 QuickLinks - Click here to rapidly navigate through this document Exhibit 4.1 Headwaters Incorporated as Issuer AND Wells Fargo Bank, National Association as Trustee Indenture Dated as of , 201 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 101. Definitions 1 Section 102. Compliance Certificates and Opinions 7 Sec

February 17, 2012 EX-25.1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT T

QuickLinks - Click here to rapidly navigate through this document Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name

February 17, 2012 S-3

- S-3

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on February 17, 2012 Registration No.

February 14, 2012 SC 13G/A

HW / Headwaters Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 rrd400.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* HEADWATERS INC (Name of Issuer) Common Stock (Title of Class of Securities) 42210P102 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

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