Board Justification

We design our executive compensation program to further our corporate goal of paying for performance. Our compensation plan and pay strategy focus on and are intended to influence the profit margins of our businesses, cash flow generation, returns to stockholders and efficient management of our operations.

Board Justification

N/A

Board Justification

The named executive officers receive various perquisites and benefits provided by or paid for by the Company. These perquisites and benefits can include life insurance, financial planning, auto allowances, personal use of cell phones, and relocation reimbursement. Also included are the Company’s contributions under its 401(k) plan and the value of accrued dividends to be paid upon the vesting of unvested Restricted Stock Awards, unvested Performance Shares, and unvested Performance Restricted Stock Units.

Board Justification

The value realized upon vesting represents the number of shares of stock vesting multiplied by the closing market price of a share of Quanex Building Products Corporation stock on the vesting date.