AFI / Armstrong Flooring Inc - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

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

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 6, 2022 (September 30, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of inco

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): September 7, 2022 (August 31, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incor

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 29, 2022 (August 23, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorpo

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 5, 2022 (August 1, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorpora

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): July 29, 2022 (July 22, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporati

AFI / Armstrong Flooring Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 16) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Nu

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): July 14, 2022 (July 10, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporati

Stock Purchase Agreement, by and among Armstrong Flooring, Inc. and Zhejiang GIMIG Technology Co., Ltd., dated as of July 11, 2022.

Exhibit 10.3 EXECUTION VERSION STOCK PURCHASE AGREEMENT by and between ARMSTRONG FLOORING, INC., as Seller, AND ZHEJIANG GIMIG TECHNOLOGY CO., LTD., as Buyer, Dated as of July 11, 2022 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Defined Terms 1 Article II PURCHASE AND SALE Section 2.1 Purchase and Sale 13 Section 2.2 Consideration 13 Section 2.3 Deposit Funds 13 Section 2.4 Closing 14

Asset Purchase Agreement, by and among Armstrong Flooring, Inc., Armstrong Flooring Pty Ltd, Braeside Mills Investments Pty Ltd, Gippsland Lakes Victoria Holdings Pty Ltd and HS McKendrick Family Nominees Pty Ltd as trustee of the Mill Unit Trust, dated as of July 11, 2022.

Exhibit 10.2 EXECUTION VERSION ASSET PURCHASE AGREEMENT by and among ARMSTRONG FLOORING, INC. and ARMSTRONG FLOORING PTY LTD as the AFI Entities, AND BRAESIDE MILLS INVESTMENTS PTY LTD, GIPPSLAND LAKES VICTORIA HOLDINGS PTY LTD and HS MCKENDRICK FAMILY NOMINEES PTY LTD AS TRUSTEE OF THE MILLS UNIT TRUST as Buyers Dated as of July 11, 2022 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 De

Armstrong Flooring Announces Successful Bid for North American Business and Binding Bids to Acquire Chinese and Australian Businesses

Exhibit 99.1 Armstrong Flooring Announces Successful Bid for North American Business and Binding Bids to Acquire Chinese and Australian Businesses LANCASTER, PA., July 10, 2022 ? Armstrong Flooring, Inc. (OTC: AFIIQ), a leader in the design and manufacture of innovative flooring solutions (?Armstrong Flooring? or ?the Company?), today announced that it has entered into a binding Asset Purchase Agr

Asset Purchase Agreement, by and among Armstrong Flooring, Inc., Armstrong Flooring Latin America, Inc., Armstrong Flooring Canada Ltd., AFI Licensing LLC, AHF, LLC, and Gordon Brothers Commercial & Industrial, LLC, dated as of July 10, 2022.

Exhibit 10.1 EXECUTION COPY ASSET PURCHASE AGREEMENT by and among ARMSTRONG FLOORING, INC., ARMSTRONG FLOORING CANADA LTD., ARMSTRONG FLOORING LATIN AMERICA, INC. AND AFI LICENSING LLC as Sellers, AND AHF, LLC, AND GORDON BROTHERS COMMERCIAL & INDUSTRIAL, LLC as Buyers, Dated as of July 10, 2022 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Defined Terms 2 Article II PURCHASE AND SALE S

Armstrong Flooring Announces Results of Chapter 11 Auction for Chinese and Australian Businesses

Exhibit 99.2 Armstrong Flooring Announces Results of Chapter 11 Auction for Chinese and Australian Businesses LANCASTER, PA., July 11, 2022 ? Armstrong Flooring, Inc. (OTC: AFIIQ), a leader in the design and manufacture of innovative flooring solutions (?Armstrong Flooring? or ?the Company?), today announced that, in continuation of its ongoing Chapter 11, the auction held as a part of its court-s

AFI / Armstrong Flooring Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Nu

AFI / Armstrong Flooring Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ARMSTRONG FLOORING, INC. (Exact name of Registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction o

SD 1 d345288dsd.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ARMSTRONG FLOORING, INC. (Exact name of Registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. employer Identification number) 1770 Hempstead Road, PO Box 1

Conflict Minerals Report of Armstrong Flooring, Inc.

Exhibit 1.01 Armstrong Flooring, Inc. Conflict Minerals Report For the Year Ended December 31, 2021 Armstrong Flooring, Inc. (?AFI?) is a Delaware corporation incorporated in 2015. We are a leading global producer of resilient flooring products for use primarily in the construction and renovation of commercial, residential and institutional buildings. We design, manufacture, source and sell floori

AFI / Armstrong Flooring Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Nu

AFI / Armstrong Flooring Inc / ESOPUS CREEK VALUE SERIES FUND LP - SERIES A - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (RULE 13D - 101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a) (Amendment No. 1)* Armstrong Flooring, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 04238R106 (CUSIP Number) Martin Sklar Kleinber

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ('NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of Common Stock, par value $0.

Senior Secured, Super-Priority Debtor-in-Possession Credit Agreement, by and among the Company, as borrower, AFI Licensing LLC, as guarantor, the lenders party thereto, and Bank of America, N.A. as administrative agent, collateral agent, swingline lender and L/C issuer

Exhibit 10.1 SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENT Dated as of May 17, 2022 among ARMSTRONG FLOORING, INC., as the Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swingline Lender and L/C Issuer, BOFA SECURITIES, INC., and JPMORGAN CHASE BANK, N.A., as Joint Lead Arrangers a

Armstrong Flooring Receives Approval for Additional Financing

Exhibit 99.1 May 17, 2022 Armstrong Flooring Receives Approval for Additional Financing LANCASTER, Pa., May 17, 2022 (GLOBE NEWSWIRE) ? Armstrong Flooring, Inc. (the ?Company?) today announced that it has received approval from the U.S. Bankruptcy Court for the District of Delaware to access its consensual debtor-in-possession (?DIP?) financing totaling $24 million in net new money. This financing

Senior Secured, Super-Priority Debtor-in-Possession Term Loan Agreement, by and among the Company, as borrower, AFI Licensing LLC, as guarantor, the lenders party thereto, and Pathlight Capital LP, as administrative agent and collateral agent

Exhibit 10.2 EXECUTION VERSION SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION TERM LOAN AGREEMENT Dated as of May 17, 2022 among ARMSTRONG FLOORING, INC. THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, PATHLIGHT CAPITAL LP, as Administrative Agent and Collateral Agent and THE LENDERS PARTY HERETO TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 2 1.01 Define

Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 20, 2022 (May 17, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation

Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

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 12, 2022 (May 8, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation

Senior Secured, Super-Priority Debtor-in-Possession Loan and Security Agreement, by and among the Company, as borrower, the guarantors named therein, the lenders from time to time party thereto and JMB Capital Partners Lending, LLC, as administrative agent

Exhibit 10.1 Execution Version SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION LOAN AND SECURITY AGREEMENT by and among ARMSTRONG FLOORING, INC., as Borrower, the Guarantors party hereto, the Lenders party hereto and JMB Capital Partners Lending, LLC, as the Agent Dated as of May 8, 2022 TABLE OF CONTENTS Page 1. DEFINITIONS AND CONSTRUCTION 2 1.1 Definitions 2 1.2 Accounting Terms 15 1.3 UCC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING COMMISSION FILE NUMBER: 001-37589 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING COMMISSION FILE NUMBER: 001-37589 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on

AFI / Armstrong Flooring Inc / ESOPUS CREEK VALUE SERIES FUND LP - SERIES A - MAY 11, 2022 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (RULE 13D - 101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a) (Amendment No. )* Armstrong Flooring, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 04238R106 (CUSIP Number) Martin Sklar Kleinberg

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): May 9, 2022 (May 3, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation )

Regulation FD Disclosure, 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): May 9, 2022 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commission F

Armstrong Flooring Files Voluntary Chapter 11 Petitions; Continuing to Pursue Sale of Business Through Chapter 11 Process Company to continue fulfilling orders and commitments to stakeholders, providing the highest levels of innovation, quality and s

Exhibit 99.1 Armstrong Flooring Files Voluntary Chapter 11 Petitions; Continuing to Pursue Sale of Business Through Chapter 11 Process Company to continue fulfilling orders and commitments to stakeholders, providing the highest levels of innovation, quality and service LANCASTER, PA., May 9, 2022 ? Armstrong Flooring, Inc. (NYSE: AFI), a leader in the design and manufacture of innovative flooring

AFI / Armstrong Flooring Inc / 22NW, LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) (Amendment No. 3)1 Armstrong Flooring, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 04238R106 (CUSIP Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Re

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): May 2, 2022 (May 1, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation )

Fourth Amendment to Term Loan Agreement, dated as of May 1, 2022, by and among Armstrong Flooring, Inc., as a borrower, Armstrong Flooring Pty Ltd, as a borrower, the guarantors named therein, the lender parties thereto and Pathlight Capital LP, as administrative agent, collateral agent and Australian security trustee.

Exhibit 10.2 Execution Version FOURTH AMENDMENT TO TERM LOAN AGREEMENT This FOURTH AMENDMENT TO TERM LOAN AGREEMENT, dated as of May 1, 2022 (this ?Amendment?), is by and among PATHLIGHT CAPITAL LP, in its capacity as administrative agent (in such capacity, together with its successors and permitted assigns in such capacity, the ?Administrative Agent?) and as collateral agent (in such capacity tog

Seventh Amendment to Credit Agreement, dated as of May 1, 2022, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lenders party thereto and Bank of America, N.A., as administrative agent, collateral agent, Australian security trustee, swingline lender and letter of credit issuer.

Exhibit 10.1 Execution Version SEVENTH AMENDMENT TO CREDIT AGREEMENT This SEVENTH AMENDMENT TO CREDIT AGREEMENT, dated as of May 1, 2022 (this ?Amendment?), is by and among BANK OF AMERICA, N.A., in its capacity as administrative agent (in such capacity, together with its successors and permitted assigns in such capacity, the ?Administrative Agent?), as Swingline Lender, as L/C Issuer, and as coll

Sixth Amendment to Credit Agreement, dated as of March 31, 2022, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lenders party thereto and Bank of America, N.A., as administrative agent, collateral agent, Australian security trustee, swingline lender and letter of credit issuer.

Exhibit 10.1 SIXTH AMENDMENT TO CREDIT AGREEMENT This SIXTH AMENDMENT TO CREDIT AGREEMENT, dated as of March 31, 2022 (this ?Amendment?), is by and among BANK OF AMERICA, N.A., in its capacity as administrative agent (in such capacity, together with its successors and permitted assigns in such capacity, the ?Administrative Agent?), as Swingline Lender, as L/C Issuer, and as collateral agent and Au

Third Amendment to Term Loan Agreement, dated as of March 31, 2022, by and among Armstrong Flooring, Inc., as borrower, Armstrong Flooring Pty Ltd, as Australian borrower, the guarantors named therein, the lender parties thereto and Pathlight Capital LP, as administrative agent, collateral agent and Australian security trustee.

Exhibit 10.2 THIRD AMENDMENT TO TERM LOAN AGREEMENT This THIRD AMENDMENT TO TERM LOAN AGREEMENT, dated as of March 31, 2022 (this ?Amendment?), is by and among PATHLIGHT CAPITAL LP, in its capacity as administrative agent (in such capacity, together with its successors and permitted assigns in such capacity, the ?Administrative Agent?) and as collateral agent (in such capacity together with its su

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 31, 2022 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commissio

Preferability Letter of Independent Registered Public Accounting Firm. †

Exhibit 18.1 March 9, 2022 Armstrong Flooring, Inc. Lancaster, PA Ladies and Gentlemen: We have audited the consolidated balance sheets of Armstrong Flooring, Inc. and subsidiaries (the Company) as of December 31, 2021 and 2020, and the related consolidated statements of operations, comprehensive income (loss), stockholders? equity, and cash flows for each of the years in the three-year period end

Subsidiaries of Armstrong Flooring, Inc. †

Exhibit 21.1 Subsidiaries of Armstrong Flooring, Inc. December 31, 2021 The following is a list of subsidiaries of Armstrong Flooring, Inc., omitting certain subsidiaries, which, when not considered in the aggregate, but as a single subsidiary, would not constitute a significant subsidiary. U.S. Subsidiaries Jurisdiction of Incorporation Armstrong Licensing LLC Delaware Non-U.S. Subsidiaries Juris

Regulation FD Disclosure, 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 9, 2022 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commission

Amendment of the Armstrong Flooring, Inc. Nonqualified Deferred Compensation Plan, effective January 1, 2022. †

Exhibit 10.45 RESOLUTIONS OF THE ARMSTRONG FLOORING, INC. RETIREMENT COMMITTEE RE: AMENDMENT OF THE ARMSTRONG FLOORING, INC. NONQUALIFIED DEFERRED COMPENSATION PLAN WHEREAS , Armstrong Flooring, Inc. ("Armstrong") maintains the Armstrong Flooring, Inc. Nonqualified Deferred Compensation Plan (the "Plan"), for the benefit of its eligible employees; and WHEREAS, the Plan is administered by the the R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as specif

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

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 15, 2022 (February 9, 2022) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of inco

AFI / Armstrong Flooring Inc / 180 DEGREE CAPITAL CORP. /NY/ - SC 13G Passive Investment

SC 13G 1 afi-13gx2x14x22.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G 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. (Amendment No. )* ARMSTRONG FLOORING, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 04238R106 (CUSIP Number) 180 Degr

AFI / Armstrong Flooring Inc / 22NW, LP - AMENDMENT NO. 2 TO THE SCHEDULE 13G Passive Investment

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) (Amendment No.

AFI / Armstrong Flooring Inc / Nantahala Capital Management, LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm222623d7sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* ARMSTRONG FLOORING, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the

AFI / Armstrong Flooring Inc / DIMENSIONAL FUND ADVISORS LP - 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. 4 )* Armstrong Flooring Inc (Name of Issuer) Common Stock (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

Second Amendment to Term Loan Agreement and First Amendment to Pledge Agreement, dated as of December 30, 2021, by and among Armstrong Flooring, Inc., as borrower, Armstrong Flooring Pty Ltd, as Australian borrower, the guarantors named therein, the lender parties thereto and Pathlight Capital LP, as administrative agent, collateral agent and Australian security trustee.

Exhibit 10.2 EXECUTION VERSION SECOND AMENDMENT TO TERM LOAN AGREEMENT AND FIRST AMENDMENT TO PLEDGE AGREEMENT This SECOND AMENDMENT TO TERM LOAN AGREEMENT, dated as of December 30, 2021 (this ?Amendment?), is by and among PATHLIGHT CAPITAL LP, in its capacity as administrative agent (in such capacity, together with its successors and permitted assigns in such capacity, the ?Administrative Agent?)

ARMSTRONG FLOORING ANNOUNCES AMENDMENTS TO ABL AND TERM LOAN FACILITIES; RECEIVES $35 MILLION CAPITAL INFUSION; ANNOUNCES PROCESS FOR SALE OF THE COMPANY AND CONSIDERATION OF OTHER STRATEGIC ALTERNATIVES

Exhibit 99.1 ARMSTRONG FLOORING ANNOUNCES AMENDMENTS TO ABL AND TERM LOAN FACILITIES; RECEIVES $35 MILLION CAPITAL INFUSION; ANNOUNCES PROCESS FOR SALE OF THE COMPANY AND CONSIDERATION OF OTHER STRATEGIC ALTERNATIVES LANCASTER, Pa. ? December 31, 2021 ? Armstrong Flooring, Inc. (NYSE:AFI) a leader in the design and manufacture of innovative flooring solutions, announced it has successfully amended

Fifth Amendment to Credit Agreement and First Amendment to Pledge Agreement, dated as of December 30, 2021, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lenders party thereto and Bank of America, N.A., as administrative agent, collateral agent, Australian security trustee, swingline lender and letter of credit issuer.

Exhibit 10.1 Execution Version FIFTH AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO PLEDGE AGREEMENT This FIFTH AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO PLEDGE AGREEMENT, dated as of December 30, 2021 (this ?Amendment?), is by and among BANK OF AMERICA, N.A., in its capacity as administrative agent, (in such capacity, together with its successors and permitted assigns in such cap

Regulation FD Disclosure, 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): January 3, 2022 (December 30, 2021) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incor

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 September 30, 2021 ☐ TRANSITION REPORT PURSUANT

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 September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant

Fourth Amendment to Credit Agreement, dated as of November 1, 2021, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lender parties thereto and Bank of America, N.A., as administrative agent, collateral agent, swingline lender and letter of credit issuer.

Exhibit 10.1 Execution Version FOURTH AMENDMENT TO CREDIT AGREEMENT This FOURTH AMENDMENT TO CREDIT AGREEMENT, dated as of November 1, 2021 (this ?Amendment?), is by and among BANK OF AMERICA, N.A., in its capacity as administrative agent, (in such capacity, together with its successors and permitted assigns in such capacity, the ?Administrative Agent?), as Swingline Lender, as L/C Issuer, and as

ARMSTRONG FLOORING REPORTS THIRD QUARTER 2021 RESULTS

Exhibit 99.1 ARMSTRONG FLOORING REPORTS THIRD QUARTER 2021 RESULTS Third Quarter 2021 Highlights ? Net sales of $168.5 million ? Net loss of $29.7 million ? Adjusted EBITDA loss of $17.9 million LANCASTER, Pa ? November 4, 2021. Armstrong Flooring, Inc. (NYSE:AFI) (?Armstrong Flooring? or the ?Company?) a leader in the design and manufacture of innovative flooring solutions, today reported financi

Regulation FD Disclosure, 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): November 4, 2021 (November 1, 2021) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incor

First Amendment to Term Loan Agreement, dated as of November 1, 2021, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lender parties thereto and Pathlight Capital LP, as administrative agent and collateral agent.

Exhibit 10.2 EXECUTION VERSION FIRST AMENDMENT TO TERM LOAN AGREEMENT This FIRST AMENDMENT TO TERM LOAN AGREEMENT, dated as of November 1, 2021 (this ?Amendment?), is by and among PATHLIGHT CAPITAL LP, in its capacity as administrative agent (in such capacity, together with its successors and permitted assigns in such capacity, the ?Administrative Agent?) and as collateral agent (in such capacity

Form of 2021 Long-Term Performance-Based Performance Stock Unit Grant - No Holding Period.†

Exhibit 10.5 2021 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goal Based on Stock Price Hurdles Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] This award recognizes the importance of your role in achieving the Company?s long-term strategy and is subject to the terms of the 2016 Long-Term In

Form of 2021 Long-Term Performance-Based Performance Stock Unit Grant - CEO.†

Exhibit 10.4 2021 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goal Based on Stock Price Hurdles ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 Company Confidential [Participant Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2

Form of 2021 Long-Term Performance-Based Performance Stock Unit Grant - With Holding Period.†

Exhibit 10.6 2021 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goal Based on Stock Price Hurdles Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2

Form 2021 Long-Term Time-Based Restricted Stock Unit Grant - CEO.†

Exhibit 10.7 2021 Long-Term Time-Based Restricted Stock Unit Grant ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2021 Time-Based Restricted Stock Units: [Number of Stock Units Granted] Thi

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, 2021 ☐ TRANSITION REPORT PURSUANT TO S

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, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as sp

Form of 2021 Long-Term Performance-Based Cash Award - China.†

Exhibit 10.3 2021 Performance-Based Cash Award Performance Goal Based on Stock Price Hurdles Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2021 Performance Cash Award

Form 2021 Long-Term Time-Based Restricted Stock Unit Grant ELT.†

Exhibit 10.8 2021 Long-Term Time-Based Restricted Stock Unit Grant ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2021 Time-Based Restricted Stock Units: [Number of Stock Units Granted] Thi

Form of 2021 Long-Term Time-Based Cash Award - CEO.†

Exhibit 10.1 2021 Long-Term Time-Based Cash Award ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Grantee Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2021 Time-Based Cash Award: [Cash Amount] This grant is subject to the terms of this award agree

Form 2021 Long-Term Time-Based Cash Award - China.†

Exhibit 10.9 2021 Long-Term Time-Based Cash Award ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Grantee Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2021 Time-Based Cash Award: [Cash Amount] This grant is subject to the terms of this award agree

Form of 2021 Long-Term Time-Based Cash Award - United States.†

Exhibit 10.2 2021 Long-Term Time-Based Cash Award ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Grantee Name] I am pleased to inform you that the Company?s Management Development and Compensation Committee granted you the following: Date of Grant: April 1, 2021 Time-Based Cash Award: [Cash Amount] This grant is subject to the terms of this award agree

ARMSTRONG FLOORING REPORTS SECOND QUARTER 2021 RESULTS

Exhibit 99.1 ARMSTRONG FLOORING REPORTS SECOND QUARTER 2021 RESULTS Second Quarter 2021 Highlights ?Net sales of $168.1 million ?Net loss of $19.5 million ?Adjusted EBITDA loss of $3.5 million LANCASTER, Pa - July 21, 2021. Armstrong Flooring, Inc. (NYSE:AFI) ("Armstrong Flooring" or the "Company") a leader in the design and manufacture of innovative flooring solutions, today reported financial re

Regulation FD Disclosure, 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 21, 2021 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commission

Joint Filing Agreement

EX-99.1 2 ex991to13ga110680011062121.htm JOINT FILING AGREEMENT Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated June 21, 2021 with respect to the Common Stock, $0.0001 par value per share, of Armstrong Flooring, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned p

AFI / Armstrong Flooring Inc / 22NW Fund, LP - AMENDMENT NO. 1 TO THE SCHEDULE 13G Passive Investment

SC 13G/A 1 sc13ga11068001106212021.htm AMENDMENT NO. 1 TO THE SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) (Amendment No. 1)1 Armstrong Flooring, Inc. (Name of Issuer) Common Stock, par val

Amended and Restated Armstrong Flooring, Inc. 2016 Directors Stock Unit Plan.

Exhibit 4.1 Amended and Restated Armstrong Flooring, Inc. 2016 Directors Stock Unit Plan 1. Purpose The purposes of the Amended and Restated Armstrong Flooring, Inc. 2016 Directors Stock Unit Plan (the ?Plan?) are to promote the growth and profitability of Armstrong Flooring, Inc. (the ?Company?) by increasing the mutuality of interests between directors and the stockholders of the Company. The Pl

As filed with the Securities and Exchange Commission on June 7, 2021

As filed with the Securities and Exchange Commission on June 7, 2021 Registration No.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): June 4, 2021 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commission

Certificate of Amendment to Amended and Restated Certificate of Incorporation of Armstrong Flooring, Inc.

EX-3.1 2 d177764dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ARMSTRONG FLOORING, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware ARMSTRONG FLOORING, INC., a Delaware corporation (hereinafter called the “Corporation”), does hereby certify as follows: FIRST: Clause (b) of Paragraph FIFTH of the

Conflict Minerals Report of Armstrong Flooring, Inc.

Exhibit 1.01 Armstrong Flooring, Inc. Conflict Minerals Report For the Year Ended December 31, 2020 Armstrong Flooring, Inc. (?AFI?) is a Delaware corporation incorporated in 2015. We are a leading global producer of resilient flooring products for use primarily in the construction and renovation of commercial, residential and institutional buildings. We design, manufacture, source and sell floori

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ARMSTRONG FLOORING, INC. (Exact name of Registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ARMSTRONG FLOORING, INC. (Exact name of Registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. employer Identification number) 2500 Columbia Avenue, PO Box 3025, Lancaster, Pennsy

- DEFA14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Quarterly Report - 10-Q

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, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as s

- DEF 14A

Table of Contents SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ?240.

Regulation FD Disclosure, 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 22, 2021 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commissio

ARMSTRONG FLOORING REPORTS FIRST QUARTER 2021 RESULTS

EX-99.1 2 d177909dex991.htm EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS FIRST QUARTER 2021 RESULTS First Quarter 2021 Highlights • Net sales increased 7.4% to $148.9 million • Net income of $27.2 million, including $46.0 million gain on sale of South Gate, California property completed in March for gross proceeds of $76.7 million • Adjusted EBITDA loss of $7.6 million LANCASTER, Pa – April 22,

- PRE 14A

Table of Contents SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ?240.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12) Armstrong Flooring, Inc.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Nu

Regulation FD Disclosure, Entry into 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): March 11, 2021 (March 10, 2021) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorpora

ARMSTRONG FLOORING COMPLETES SALE OF SOUTH GATE, CALIFORNIA PROPERTY FOR $76.7 MILLION

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING COMPLETES SALE OF SOUTH GATE, CALIFORNIA PROPERTY FOR $76.7 MILLION Lancaster, PA, March 11, 2021. Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”), a leader in the design and manufacture of innovative flooring solutions, announced today that it has completed the previously announced sale of its production facility, warehouse and

Form of Holdback Agreement as Exhibit G to Agreement of Purchase and Sale and Joint Escrow Instructions by and between Armstrong Flooring, Inc. and South Gate Owner, LP, a Delaware limited partnership, as of February 25, 2021.

Exhibit 10.2 EXHIBIT G FORM OF HOLDBACK AGREEMENT This HOLDBACK ESCROW AGREEMENT (this ?Holdback Agreement?) is entered into as of February , 2021 by and among , a (?Seller?), , a (?Buyer?), and CHICAGO TITLE INSURANCE COMPANY (?Escrow Agent?). A. Concurrently herewith, Seller is conveying to Buyer certain real property, together with all improvements thereon, situated at 5037 Patata Street, in th

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, 2021 (February 25, 2021) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorpo

Agreement of Purchase and Sale and Joint Escrow Instructions by and between Armstrong Flooring, Inc. and South Gate Owner, LP, a Delaware limited partnership, as of February 25, 2021.

Exhibit 10.1 AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS This AGREEMENT OF PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS (?Agreement?) is made and entered into as of this 25th day of February 2021 (?Execution Date?), by and between Armstrong Flooring, Inc., a Delaware corporation (?Seller?), and South Gate Owner, LP, a Delaware limited partnership (?Buyer?). Recitals A. Seller o

Subsidiaries of Armstrong Flooring, Inc. †

EX-21.1 2 exhibit211-q42020.htm EX-21.1 Exhibit 21.1 Subsidiaries of Armstrong Flooring, Inc. December 31, 2020 The following is a list of subsidiaries of Armstrong Flooring, Inc., omitting certain subsidiaries, which, when not considered in the aggregate, but as a single subsidiary, would not constitute a significant subsidiary. U.S. Subsidiaries Jurisdiction of Incorporation Armstrong Licensing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as specif

ARMSTRONG FLOORING SIGNS DEFINITIVE AGREEMENT TO SELL SOUTH GATE, CALIFORNIA PROPERTY FOR $76.7 MILLION

EX-99.1 2 d161579dex991.htm EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING SIGNS DEFINITIVE AGREEMENT TO SELL SOUTH GATE, CALIFORNIA PROPERTY FOR $76.7 MILLION • Significantly Enhances Financial Flexibility to Fuel Investments in Strategic Growth Initiatives • Announced Closure of South Gate Facility in December 2020 in Furtherance of Tile Manufacturing Footprint Optimization Strategy • Liquidity Expecte

Regulation FD Disclosure, 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): February 25, 2021 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commis

ARMSTRONG FLOORING REPORTS FOURTH QUARTER AND FULL YEAR 2020 RESULTS

EX-99.1 2 d139431dex991.htm EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS FOURTH QUARTER AND FULL YEAR 2020 RESULTS Fourth Quarter 2020 Highlights • Net Sales of $143.9 Million, Up Year-Over-Year Led by Residential Demand • Net Loss of $32.4 Million and Adjusted Net Loss of $30.1 Million • Adjusted EBITDA loss of $14.5 Million • Investments of $9.8 Million to Support Strategic Long-term Growth a

Regulation FD Disclosure, 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 17, 2021 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Armstrong Flooring, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 04238R106 (CUSIP Number) 12/31/2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to whi

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Armstrong Flooring Inc (Name of Issuer) Common Stock (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* ARMSTRONG FLOORING, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* ARMSTRONG FLOORING, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

Costs Associated with Exit or Disposal Activities

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 11, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commis

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 1, 2020 (November 30, 2020) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of inco

Amendment to the Armstrong Flooring, Inc. Nonqualified Deferred Compensation Plan, effective October 1, 2020.†

Exhibit 10.1 AMENDMENT OF THE ARMSTRONG FLOORING, INC. NONQUALIFIED DEFERRED COMPENSATION PLAN WHEREAS, Armstrong Flooring, Inc. (the “Company”) maintains the Armstrong Flooring, Inc. Nonqualified Deferred Compensation Plan (the “Plan”) for the benefit of its eligible employees; and WHEREAS, the Plan is administered by the Retirement Committee of the Company (the “Administrator”); and WHEREAS, Pur

Quarterly Report - 10-Q

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 September 30, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Nu

ARMSTRONG FLOORING REPORTS THIRD QUARTER 2020 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS THIRD QUARTER 2020 RESULTS Third Quarter 2020 Highlights - Net Sales of $156.6 Million - Net Loss of $11.7 Million and Adjusted Net Loss of $11.4 Million - Adjusted EBITDA of $2.8 Million - Made Additional Investments to Support Strategic Long-term Growth and Profit Initiatives - Hired Amy Trojanowski as Chief Financial Officer, Effective October 19,

Regulation FD Disclosure, 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): October 21, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commiss

Armstrong Flooring Hires Amy Trojanowski as Chief Financial Officer

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Investors: Greg Waina [email protected] Media: Alison van Harskamp [email protected] Armstrong Flooring Hires Amy Trojanowski as Chief Financial Officer LANCASTER, PA (October 19, 2020) Armstrong Flooring, Inc. (“Armstrong Flooring”) (NYSE: AFI), a leader in the design and manufacture of innovative flooring solutions, today annou

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): October 19, 2020 (October 15, 2020) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incor

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 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): September 11, 2020 (September 10, 2020) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of i

Quarterly Report - 10-Q

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, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as sp

Current Report

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, 2020 (July 28, 2020) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporati

ARMSTRONG FLOORING REPORTS SECOND QUARTER 2020 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS SECOND QUARTER 2020 RESULTS Second Quarter 2020 Highlights • Net Sales of $145.6 Million • Net Loss of $6.3 Million and Adjusted Net Loss of $5.1 Million • Adjusted EBITDA of $6.9 Million • Amended the ABL credit facility and entered into a new $70 million term loan facility to further strengthen capital resources Lancaster, PA, July 22, 2020. Armstr

Regulation FD Disclosure, 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): July 22, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commission

Regulation FD Disclosure, 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): June 26, 2020 (July 2, 2020) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporatio

Separation Agreement and Release dated July 1, 2020, by and between the Company and Douglas B. Bingham.

EX-10.1 Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE (this “Agreement”) is entered into on July 1, 2020, by and between Armstrong Flooring, Inc., a Delaware corporation (the “Company”) and Douglas B. Bingham (“Executive”). The Company and Executive may be referred to herein individually as a “Party” and collectively as the “Parties.” WITNESSETH: WHEREAS, the

ARMSTRONG FLOORING ANNOUNCES CHIEF FINANCIAL OFFICER TRANSITION

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE ARMSTRONG FLOORING ANNOUNCES CHIEF FINANCIAL OFFICER TRANSITION LANCASTER, PA (July 2, 2020) - Armstrong Flooring (NYSE: AFI) (“the Company”) today announced the appointment of Gregory D. Waina, as interim chief financial officer, effective June 29, 2020. Mr. Waina will have oversight of global finance, treasury, investor relations and accounting function

Lease Agreement - Part I, dated June 26, 2020, by and between the Company and High Properties, a Pennsylvania limited partnership, as successor to High Properties, a Pennsylvania general partnership (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on June 29, 2020).

EX-10.2 Exhibit 10.2 LEASE AGREEMENT Dated June 26, 2020 Between HIGH PROPERTIES A Pennsylvania limited partnership “Landlord” and ARMSTRONG FLOORING, INC. A Delaware corporation “Tenant” Relating to 1827 Freedom Road Suite 102 Lancaster, Pennsylvania 17601 LEASE AGREEMENT PART I - BASIC LEASE INFORMATION This Lease Agreement (this “Lease”) is made and executed this 26th day of June, 2020, by and

Lease Agreement - Part I, dated June 26, 2020, by and between the Company and High Properties, a Pennsylvania limited partnership, as successor to High Properties, a Pennsylvania general partnership (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on June 29, 2020).

EX-10.1 Exhibit 10.1 LEASE AGREEMENT Dated June 26, 2020 Between HIGH PROPERTIES A Pennsylvania limited partnership “Landlord” and ARMSTRONG FLOORING, INC. A Delaware corporation “Tenant” Relating to 1740 – 1770 Hempstead Road Lancaster, Pennsylvania 17601 LEASE AGREEMENT PART I - BASIC LEASE INFORMATION This Lease Agreement (this “Lease”) is made and executed this 26th day of June, 2020, by and b

Armstrong Flooring Announces New Headquarters Location Global flooring manufacturer will relocate corporate offices in 2021, transforming three buildings into collaborative office space, design showroom and technical center

EX-99.1 Exhibit 99.1 Armstrong Flooring Announces New Headquarters Location Global flooring manufacturer will relocate corporate offices in 2021, transforming three buildings into collaborative office space, design showroom and technical center LANCASTER, JUNE 29, 2020—Armstrong Flooring, Inc. (NYSE: AFI) is announcing that the company will relocate its corporate headquarters to Greenfield, one of

Regulation FD Disclosure, 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): June 29, 2020 (June 26, 2020) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporati

Form of 2020 Long-Term Time-Based Cash Award - Tier 2 and 3 (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on June 24, 2020).*

Exhibit 10.3 2020 Long-Term Time-Based Cash Award ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Grantee Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 24, 2020 Time-Based Cash Award: [Cash Amount] This grant is subject to the terms of this award agre

Form of 2020 Long-Term Time-Based Cash Award - Tier 1 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on June 24, 2020).*

Exhibit 10.2 2020 Long-Term Time-Based Cash Award ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Grantee Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 24, 2020 Time-Based Cash Award: [Cash Amount] This grant is subject to the terms of this award agre

Amendment to the Armstrong Flooring, Inc. Nonqualified Deferred Compensation Plan, effective October 1, 2020 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, as filed with the U.S. Securities and Exchange Commission on October 30, 2020). *

Exhibit 10.7 AMENDMENT TO THE ARMSTRONG FLOORING, INC. NONQUALIFIED DEFERRED COMPENSATION PLAN WHEREAS, Armstrong Flooring, Inc. (the “Company”) maintains the Armstrong Flooring, Inc. Nonqualified Deferred Compensation Plan (the “Plan”) for the benefit of its eligible employees; and WHEREAS, the Plan is administered by the Retirement Committee of the Company (the “Administrator”); and WHEREAS, Pur

Armstrong Flooring Expands Capital Resources and Liquidity - Strengthens Financial Flexibility To Execute Strategic Roadmap -

EX-99.1 Exhibit 99.1 Armstrong Flooring Expands Capital Resources and Liquidity - Strengthens Financial Flexibility To Execute Strategic Roadmap - Lancaster, PA, June 23, 2020. Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”), a leader in the design and manufacture of innovative flooring solutions, today announced that it has amended its senior secured asset-based revol

Form of 2020 Long-Term Performance - Based Performance Stock Unit Grant - Tier 1 (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on June 24, 2020).*

Exhibit 10.5 2020 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goal Based on Stock Price Hurdles Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 24,

Regulation FD Disclosure, 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): June 24, 2020 (June 23, 2020) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporati

Third Amendment to Credit Agreement, dated as of June 23, 2020, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lender parties thereto and Bank of America, N.A., as administrative agent for the lenders thereunder (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on June 24, 2020).

EX-10.1 Exhibit 10.1 Execution Version THIRD AMENDMENT TO CREDIT AGREEMENT This THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of June 23, 2020 (this “Amendment”), is by and among BANK OF AMERICA, N.A., in its capacity as administrative agent, (in such capacity, the “Administrative Agent”), Swingline Lender, L/C Issuer, and collateral agent (in such capacity the “Collateral Agent”), in each case fo

Form of 2020 Long-Term Performance - Based Performance Stock Unit Grant - Tier 2 and 3 (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on June 24, 2020).*

Exhibit 10.6 2020 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goal Based on Stock Price Hurdles Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 24,

Term Loan Agreement, dated as of June 23, 2020, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lender parties thereto and Pathlight Capital LP, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on June 24, 2020).

EX-10.2 Exhibit 10.2 TERM LOAN AGREEMENT Dated as of June 23, 2020 among ARMSTRONG FLOORING, INC., as the Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, PATHLIGHT CAPITAL LP, as Administrative Agent and Collateral Agent, and THE LENDERS PARTY HERETO TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1 1.01 Defined Terms 1 1.02 Other Interpretive Provisio

Form of 2020 Long-Term Performance - Based Performance Stock Unit Grant - CEO (incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q filed with the U.S

Exhibit 10.4 2020 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goal Based on Stock Price Hurdles Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 24,

Form of 2020 Long-Term Time-Based Cash Award – CEO (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on June 24, 2020).*

Exhibit 10.1 2020 Long-Term Time-Based Cash Award ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Grantee Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 24, 2020 Time-Based Cash Award: [Cash Amount] This grant is subject to the terms of this award agre

Quarterly Report - 10-Q

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, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as s

Submission of Matters to a Vote of Security Holders

8-K 1 d313147d8k.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 5, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of inc

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Nu

- SD

SD 1 d933362dsd.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ARMSTRONG FLOORING, INC. (Exact name of Registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. employer Identification number) 2500 Columbia Avenue, PO Box

Conflict Minerals Report of Armstrong Flooring, Inc.

EX-1.01 Exhibit 1.01 Armstrong Flooring, Inc. Conflict Minerals Report For the Year Ended December 31, 2019 Armstrong Flooring, Inc. (“AFI”) is a Delaware corporation incorporated in 2015. We are a leading global producer of resilient flooring products for use primarily in the construction and renovation of commercial, residential and institutional buildings. We design, manufacture, source and sel

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, 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 7, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commission F

ARMSTRONG FLOORING REPORTS FIRST QUARTER 2020 RESULTS - PROVIDES BUSINESS UPDATE ON COVID-19 RESPONSE -

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS FIRST QUARTER 2020 RESULTS - PROVIDES BUSINESS UPDATE ON COVID-19 RESPONSE - First Quarter 2020 Highlights - Net Sales of $138.7 Million with Stronger North American Sales Offset by Declines in China - Net Loss of $13.2 Million and Adjusted Net Loss of $12.7 Million - Adjusted EBITDA of ($1.6) Million - Prioritizing safety, financial flexibility and

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Num

- DEFA14A

DEFA14A 1 d902463ddefa14a.htm DEFA14A SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Mater

- DEF 14A

DEF 14A 1 d902463ddef14a.htm DEF 14A Table of Contents SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive

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): April 1, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commission

Subsidiaries of Armstrong Flooring, Inc. †

Exhibit 21.1 Subsidiaries of Armstrong Flooring, Inc. December 31, 2019 The following is a list of subsidiaries of Armstrong Flooring, Inc., omitting certain subsidiaries, which, when not considered in the aggregate, but as a single subsidiary, would not constitute a significant subsidiary. U.S. Subsidiaries Jurisdiction of Incorporation Armstrong Licensing LLC Delaware Non-U.S. Subsidiaries Juris

Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K, as filed with the U.S. Securities and Exchange Commission on March 10, 2020)

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a description of the common stock of Armstrong Flooring, Inc. (the “Company”, “we”, or “our”), which is the only security of the Company registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). General We

AFI / Armstrong Flooring, Inc. 10-K - Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as specif

ARMSTRONG FLOORING REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS FOURTH QUARTER AND FULL YEAR 2019 RESULTS • Full Year Net Sales of $626.3 Million • Full Year Net Loss of $58.5 Million and Adjusted Net Loss of $37.9 Million • Full Year Adjusted EBITDA of $24.4 Million • Introduces Multi-year Strategic Roadmap Focused on Operational Enhancements and Long-Term Growth and Profitability Lancaster, PA, March 3, 2020. A

Regulation FD Disclosure, 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): March 3, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commis

Fourth Quarter Results and Strategic Business Review March 3, 2020

EX-99.2 Fourth Quarter Results and Strategic Business Review March 3, 2020 SAFE HARBOR STATEMENT Disclosures in this release and in our other public documents and comments contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Those statements provide our future expectations or forecasts and can be identified by our use of words such as “anti

AFI / Armstrong Flooring, 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. 2)* ARMSTRONG FLOORING INC (Name of Issuer) Common Stock (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

AFI / Armstrong Flooring, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Armstrong Flooring Inc Title of Class of Securities: Common Stock CUSIP Number: 04238R106 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed

AFI / Armstrong Flooring, Inc. / Nantahala Capital Management, LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm207751-4sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ARMSTRONG FLOORING, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 d884801d8k.htm FORM 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, 2020 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdicti

ARMSTRONG FLOORING TO ANNOUNCE FOURTH QUARTER 2019 RESULTS AND PROVIDE BUSINESS UPDATE ON MARCH 3, 2020

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING TO ANNOUNCE FOURTH QUARTER 2019 RESULTS AND PROVIDE BUSINESS UPDATE ON MARCH 3, 2020 Lancaster, Pennsylvania, February 4, 2020. Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”), North America’s largest producer of resilient flooring products, announced today that the Company will release its fourth quarter and full year 2019 finan

Entry into a Material Definitive Agreement, 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): December 20, 2019 (December 18, 2019) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of

Second Amendment to Credit Agreement, dated as of December 18, 2019, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lenders party thereto and Bank of America, N.A., as administrative agent for the lenders thereunder (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on December 20, 2019).

EX-10.1 Exhibit 10.1 EXECUTION VERSION SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of December 18, 2019 (this “Amendment”), is by and among BANK OF AMERICA, N.A., in its capacity as administrative agent, (in such capacity, the “Administrative Agent”), Swingline Lender, L/C Issuer, and collateral agent (in such capacity the “Collateral Agent”), in each c

Separation and Release Agreement

Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE (this “Agreement”) is entered into on October 18, 2019, by and between Armstrong Flooring, Inc., a Delaware corporation (the “Company”) and Dominic C. Rice (“Executive”). The Company and Executive may be referred to herein individually as a “Party” and collectively as the “Parties.” WITNESSETH: WHEREAS, the Company

AFI / Armstrong Flooring, Inc. 10-Q - Quarterly Report - 10-Q

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 September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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, 2019 (October 31, 2019) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction

First Amendment to Credit Agreement, dated as of November 1, 2019, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lenders party thereto and Bank of America, N.A., as administrative agent for the lenders thereunder (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on November 5, 2019).

EX-10.1 Exhibit 10.1 EXECUTION VERSION FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of November 1, 2019 (this “Amendment”), is by and among BANK OF AMERICA, N.A., in its capacity as administrative agent, (in such capacity, the “Administrative Agent”), Swingline Lender, L/C Issuer, and collateral agent (in such capacity the “Collateral Agent”), in each case

Armstrong Flooring, Inc. and Subsidiaries Consolidated Statements of Operations (Dollars in millions except per share data) Three months ended September 30, 2019 2018 Net sales $ 165.6 $ 208.9 Cost of goods sold 153.8 163.7 Gross profit 11.8 45.2 Sel

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS THIRD QUARTER 2019 RESULTS Third Quarter 2019 Highlights • Net Sales of $165.6 Million • Net Loss of $31.4 Million and Adjusted Net Loss of $11.1 Million • Adjusted EBITDA of $8.8 Million • Updates Full Year 2019 Outlook Lancaster, PA, November 5, 2019. Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”), North America’s larg

Form of Retention Bonus Agreement with Messrs. Bassett, Flaharty, Hess and Parisi, dated October 31, 2019 (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on November 5, 2019).*

EX-10.2 Exhibit 10.2 FORM OF RETENTION BONUS AGREEMENT THIS RETENTION BONUS AGREEMENT (the “Agreement”) is entered into as of October 31, 2019 (“Effective Date”), by and between Armstrong Flooring, Inc. (the “Company”) and (“Executive”)1. The Board of Directors of the Company has determined that it is appropriate to provide retention awards to selected key executives whose continued service is par

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

8-K 1 d814765d8k.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): October 3, 2019 (October 1, 2019) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or othe

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Num

Armstrong Flooring Appoints Michel Vermette as President and CEO

EX-99.1 Exhibit 99.1 Armstrong Flooring Appoints Michel Vermette as President and CEO LANCASTER, Pa. – Sept. 10, 2019 – Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring”), North America’s largest producer of resilient flooring products, announced today that its Board of Directors (the “Board”) has appointed Michel Vermette, President, Residential Carpet at Mohawk Industries, as President

Form of 2019 Long-Term Time- Based Restricted Stock Grant - Michel S. Vermette (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on September 10, 2019).*

EX-10.2 Exhibit 10.2 ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 2019 Long-Term Time-Based Restricted Stock Grant Michel S. Vermette I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: September [•], 2019 Time-Based Restricted Stock: 143,062 This grant is subject to the terms of

Employment Agreement with Michel S. Vermette (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on September 10, 2019).*

EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT (this “Agreement”) is hereby entered into as of the 30th day of August, 2019, by and between Armstrong Flooring, Inc. (the “Company”) and Michel S. Vermette, (the “Executive”) (hereinafter collectively referred to as “the parties”). In consideration of the respective agreements of the parties contained herein, it is agreed as follows: 1. Ter

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

Form 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): September 10, 2019 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation

Form of 2019 Long-Term Performance- Based Restricted Stock Grant - Michel S. Vermette (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on September 10, 2019).*

EX-10.3 Exhibit 10.3 ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 2019 Long-Term Performance-Based Restricted Stock Unit Grant Company Confidential Michel S. Vermette Date of Grant: September [•], 2019 Number of Performance Units: 371,430 Performance Period (“Performance Period”): Date of Grant through the fifth anniversary of the Date of Grant This award recogniz

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Num

ARMSTRONG FLOORING REPORTS SECOND QUARTER 2019 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS SECOND QUARTER 2019 RESULTS Second Quarter 2019 Highlights • Net Sales of $177.7 Million • Net Income of $14.7 Million and Adjusted Net Income of $9.4 Million • Adjusted EBITDA of $20.0 Million • Repurchased 4.5 Million Shares for Approximately $50 Million • Updates Full Year 2019 Outlook Lancaster, PA, August 6, 2019. Armstrong Flooring, Inc. (NYSE:

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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): August 6, 2019 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (

AFI / Armstrong Flooring, Inc. 10-Q - Quarterly Report - AFI10-Q63019

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, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as sp

Press release announcing final results of the Tender Offer, dated June 21, 2019.

EX-99.(a)(5)(C) Exhibit (a)(5)(C) FOR IMMEDIATE RELEASE Armstrong Flooring Announces Final Results Of Modified “Dutch Auction” Self-Tender Offer Company Purchases 4,504,504 Shares of Common Stock at $11.10 Per Share Lancaster, PA. June 21, 2019 – Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”) announced today the final results of its modified “Dutch auction” self-tende

AFI / Armstrong Flooring, Inc. SC TO-I/A - - SC TO-I/A

SC TO-I/A 1 d768725dsctoia.htm SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ARMSTRONG FLOORING, INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 (Title of Class of Securities) 04238R106

AFI / Armstrong Flooring, Inc. SC TO-I/A - - SC TO-I/A

SC TO-I/A 1 d766689dsctoia.htm SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ARMSTRONG FLOORING, INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 (Title of Class of Securities) 04238R106

Press release announcing preliminary results of the Tender Offer, dated June 17, 2019.

EX-99.a.5.B Exhibit (a)(5)(B) FOR IMMEDIATE RELEASE Armstrong Flooring Announces Expiration And Preliminary Results Of Modified “Dutch Auction” Self-Tender Offer Lancaster, PA. June 17, 2019 – Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”) announced today the expiration and preliminary results of its modified “Dutch auction” self-tender offer to repurchase up to $50,0

Submission of Matters to a Vote of Security Holders

Form 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 5, 2019 (June 4, 2019) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of inco

Conflict Minerals Report of Armstrong Flooring, Inc.

EX-1.01 2 exhibit101123118.htm EXHIBIT 1.01 Exhibit 1.01 Armstrong Flooring, Inc. Conflict Minerals Report For the Year Ended December 31, 2018 Armstrong Flooring, Inc. (“AFI”) is a Delaware corporation incorporated in 2015. We are a leading global producer of resilient flooring products for use primarily in the construction and renovation of commercial, residential and institutional buildings. We

AFI / Armstrong Flooring, Inc. SD - - SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ARMSTRONG FLOORING, INC. (Exact name of Registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. employer Identification number) 2500 Columbia Avenue, PO Box 3025, Lancaster, Pennsy

Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees, dated May 17, 2019.

EX-99.a.1.D Exhibit (a)(1)(D) Offer to Purchase by Armstrong Flooring, Inc. for an Aggregate Purchase Price of up to $50,000,000 in Cash of its Common Stock at a Purchase Price Not Greater than $11.70 per Share Nor Less than $10.20 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 A.M., NEW YORK CITY TIME, AT THE END OF JUNE 14, 2019, UNLESS THE OFFER IS EXTENDED OR

Form of Time Based Restricted Stock Grant - Larry S. McWilliams (incorporated by reference to Exhibit 99.D.16 to the Company's Tender Offer Statement on Schedule SC-TO-I, as filed with the U.S. Securities and Exchange Commission on May 17, 2019).*

EX-99.d.16 Exhibit (d)(16) ARMSTRONG FLOORING, INC. 2016 LONG-TERM INCENTIVE PLAN TIME-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT Armstrong Flooring, Inc. (the “Company”) and Larry S. McWilliams (the “Grantee”) for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged and intending to be legally bound hereby, agree as follows: 1. Grant. Subject to the terms se

Notice of Guaranteed Delivery.

EX-99.a.1.C Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY (Not to be used for Signature Guarantee) for Tender of Common Stock of Armstrong Flooring, Inc. Pursuant to the Offer to Purchase, Dated May 17, 2019 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 A.M., NEW YORK CITY TIME, AT THE END OF JUNE 14, 2019, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY

Press release announcing commencement of the Tender Offer, dated May 17, 2019.

EX-99.a.5 Exhibit (a)(5) FOR IMMEDIATE RELEASE Armstrong Flooring Announces Commencement of Tender Offer to Repurchase up to $50 Million of its Common Stock Lancaster, PA. May 17, 2019 – Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”) announced today the commencement of a modified “Dutch auction” self-tender offer to repurchase up to $50,000,000 in cash of shares of it

Letter to Clients for Use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees, dated May 17, 2019.

EX-99.a.1.E Exhibit (a)(1)(E) Offer to Purchase by Armstrong Flooring, Inc. for an Aggregate Purchase Price of up to $50,000,000 in Cash of its Common Stock at a Purchase Price Not Greater than $11.70 per Share Nor Less than $10.20 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 A.M., NEW YORK CITY TIME, AT THE END OF JUNE 14, 2019, UNLESS THE OFFER IS EXTENDED OR

Summary Advertisement, dated May 17, 2019.

EX-99.a.1.F Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely by the Offer to Purchase, dated May 17, 2019, and the related Letter of Transmittal, as they may be amended or supplemented from time to time and the information contained therein is incorporated herein by refe

Offer to Purchase, dated May 17, 2019.

EX-99.a.1.A Table of Contents Exhibit (a)(1)(A) Armstrong Flooring, Inc. Offer to Purchase for an Aggregate Purchase Price of up to $50,000,000 in Cash of its Common Stock at a Purchase Price Not Greater than $11.70 per Share Nor Less than $10.20 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 A.M., NEW YORK CITY TIME, AT THE END OF JUNE 14, 2019, UNLESS THE OFFER

Letter of Transmittal.

EX-99.a.1.B Exhibit (a)(1)(B) Letter of Transmittal Tender Common Stock of ARMSTRONG FLOORING, INC. for an Aggregate Purchase Price of up to $50,000,000 in Cash of its Common Stock at a Purchase Price Not Greater than $11.70 per Share Nor Less than $10.20 per Share ARMSTRONG FLOORING, INC. The undersigned represents that I/we have full authority to surrender without restriction the certificate(s)

AFI / Armstrong Flooring, Inc. SC TO-I SC TO-I

SC TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ARMSTRONG FLOORING, INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Common Stock, par value $0.0001 (Title of Class of Securities) 04238R106 (CUSIP Number of Class of Securities) Christopher

Other Events

Form 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 16, 2019 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Co

Form of 2019 Long-Term Restricted Stock Unit Grant - CEO.†

2019 AFI RSU CEO STOCK Exhibit 10.7 2019 Long-Term Time-Based Restricted Stock Unit Grant ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 7, 2019 Time-Based Restricted Stock Units: [Number of S

Form of 2019 Long-Term Time-Based Restricted Stock Grant - Non-U.S. (China) - Payable in Cash (incorporated by reference to Exhibit 10.9 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 7, 2019). *

2019 AFI RSU |CASH (NON-US/CHINA) Exhibit 10.9 2019 Long-Term Time-Based Restricted Stock Unit Grant ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 7, 2019 Time-Based Restricted Stock Units: [

Form of 2019 Long-Term Performance - Based Performance Stock Unit Grant - CEO - EBITDA.†

2019 AFI PSU CEO - STOCK |EBITDA Exhibit 10.1 2019 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative EBITDA Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] Date of Grant: March 7, 2019 Performance Units (“Target Award”): [Number of Awards Granted] Maximum Performance Unit

Form of 2019 Long-Term Performance - Based Restricted Stock Grant - Tier 2 Executive - Free Cash Flow (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 7, 2019).*

2019 AFI PSU TIER II STOCK |CASH FLOW Exhibit 10.4 2019 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free Cash Flow Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted

Form of 2019 Long-Term Performance - Based Performance Stock Unit Grant - CEO - Cash Flow.†

2019 AFI PSU CEO STOCK |CASH FLOW Exhibit 10.2 2019 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free Cash Flow Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you

Form of 2019 Long-Term Performance - Based Restricted Stock Grant -Executive - EBITDA (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 7, 2019).*

2019 AFI PSU STOCK |EBITDA Exhibit 10.5 2019 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free EBITDA Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the follo

Form of 2019 Long-Term Performance - Based Restricted Stock Grant - Tier 1 Executive - EBITDA (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 7, 2019).*

2019 AFI PSU TIER I STOCK | EBITDA Exhibit 10.3 2019 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative EBITDA Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the fo

AFI / Armstrong Flooring, Inc. 10-Q Quarterly Report AFI 10-Q 9.30.2019

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as s

Form of 2019 Long-Term Time-Based Restricted Stock Grant - U.S. and Non-U.S. (incorporated by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 7, 2019).*

2019 AFI RSU STOCK |STOCK (US & NON US) Exhibit 10.8 2019 Long-Term Time-Based Restricted Stock Unit Grant ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 7, 2019 Time-Based Restricted Stock Un

Form of 2019 Long-Term Performance - Based Restricted Stock Grant - Executive - Free Cash Flow (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 7, 2019).*

2019 AFI PSU STOCK |CASH FLOW Exhibit 10.6 2019 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free Cash Flow Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the

AFI / Armstrong Flooring, Inc. DEFA14A DEFA14A

DEFA14A 1 d712321ddefa14a.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 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

Armstrong Flooring Appoints Board Chair Larry McWilliams Interim CEO

EX-99.2 Exhibit 99.2 Armstrong Flooring Appoints Board Chair Larry McWilliams Interim CEO LANCASTER, Pa. – May 3, 2019 – Armstrong Flooring, Inc., (NYSE: AFI) North America’s largest producer of resilient flooring products, today announced that its board of directors and Donald R. Maier, President and Chief Executive Officer, have mutually agreed that Mr. Maier would step down as CEO, effective im

Separation Agreement and Release with Mr. Maier dated May 2, 2019 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on May 3, 2019).*

EX-10.1 Exhibit 10.1 EXECUTION VERSION SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE (this “Agreement”) is entered into on May 2, 2019, by and between Armstrong Flooring, Inc., a Delaware corporation (the “Company”) and Donald R. Maier (“Executive”). The Company and Executive may be referred to herein individually as a “Party” and collectively as the “Parties.” WITNESSETH:

ARMSTRONG FLOORING REPORTS FIRST QUARTER 2019 RESULTS AND ANNOUNCES NEW $50 MILLION SHARE REPURCHASE

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS FIRST QUARTER 2019 RESULTS AND ANNOUNCES NEW $50 MILLION SHARE REPURCHASE AUTHORIZATION First Quarter 2019 Highlights • Net Sales of $141.7 Million • Net Loss of $16.7 Million and Adjusted Net Loss of $13.1 Million • Adjusted EBITDA Break-even • Announces New $50 Million Share Repurchase Authorization • Updates Outlook for Full Year 2019 Lancaster, P

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 d740676d8k.htm FORM 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, 2019 (May 2, 2019) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other j

AFI / Armstrong Flooring, Inc. DEFA14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240.

AFI / Armstrong Flooring, Inc. DEF 14A

DEF 14A 1 afi-def14a20190601.htm DEF 14A SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Ma

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SC 13D/A 1 afi06.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Addr

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Num

ARMSTRONG FLOORING REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS - Full Year Net Sales From Continuing Operations of $728.2 Million, Up 3.4% From Prior Year - Full Year Net Loss of $163.0 Million Including Loss on Sale of Wood Flooring Business, and Adjusted Net Income of $5.8 Million - Full Year Adjusted EBITDA From Continuing Operations of $57.5 Million - Completed Sale

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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 5, 2019 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (C

AFI / Armstrong Flooring, Inc. AFI10-K123118.HTM (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant as specif

Subsidiaries of Armstrong Flooring, Inc. †

Exhibit 21.1 Subsidiaries of Armstrong Flooring, Inc. December 31, 2018 The following is a list of subsidiaries of Armstrong Flooring, Inc., omitting certain subsidiaries, which, when not considered in the aggregate, but as a single subsidiary, would not constitute a significant subsidiary. U.S. Subsidiaries Jurisdiction of Incorporation Armstrong Licensing LLC Delaware Non-U.S. Subsidiaries Juris

Separation Agreement and Release with Mr. Ford dated January 10, 2019*†

Exhibit 10.50 SEPARATION AGREEMENT AND RELEASE THIS SEPARATION AGREEMENT AND RELEASE (this “Agreement”) is entered into on January 10, 2019, by and between Armstrong Flooring, Inc., a Delaware corporation (the “Company”) and Ronald Ford (“Executive”). The Company and Executive may be referred to herein individually as a “Party” and collectively as the “Parties.” WITNESSETH: WHEREAS, Executive noti

AFI / Armstrong Flooring, Inc. / Nantahala Capital Management, LLC - SC 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. 1)* ARMSTRONG FLOORING, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

AFI / Armstrong Flooring, Inc. / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 armstrongflooringinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Armstrong Flooring Inc Title of Class of Securities: Common Stock CUSIP Number: 04238R106 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to designate the rule pur

AFI / Armstrong Flooring, 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. 1)* ARMSTRONG FLOORING INC (Name of Issuer) Common Stock (Title of Class of Securities) 04238R106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

ARMSTRONG FLOORING ANNOUNCES CFO TRANSITION

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE ARMSTRONG FLOORING ANNOUNCES CFO TRANSITION Lancaster, PA, January 10, 2019 – Armstrong Flooring, Inc. (NYSE: AFI) is pleased to announce that Douglas B. Bingham, Vice President, Treasury and Investor Relations, has been promoted to Senior Vice President, CFO & Treasurer, effective January 4, 2019. Bingham has oversight of global finance, treasury, invest

Regulation FD Disclosure, 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): January 10, 2019 (January 4, 2019) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorp

Sublease, dated as of December 31, 2018, by and among Armstrong Flooring, Inc., and Armstrong Hardwood Flooring Company (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on January 7, 2019).

EX-10.3 Exhibit 10.3 Execution Version SUBLEASE between ARMSTRONG FLOORING, INC. as Sublandlord and ARMSTRONG HARDWOOD FLOORING COMPANY as Subtenant for premises located at: 2500 Columbia Avenue, Lancaster, Pennsylvania December 31, 2018 SUBLEASE This Sublease (this “Sublease”) , dated as of December 31, 2018, between ARMSTRONG FLOORING, INC., a Delaware corporation (“Sublandlord”), having an addr

Transition Services Agreement, dated as of December 31, 2018, by and between Armstrong Flooring, Inc. and AHF Holding, Inc. (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, as filed with U.S. Securities and Exchange Commission on January 7, 2019).

EX-10.1 Exhibit 10.1 Execution Version TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of this 31st day of December, 2018, by and between Armstrong Flooring, Inc., a Delaware corporation (“Seller”), and Tarzan Holdco, Inc., a Delaware corporation (“Buyer”). WHEREAS, Arizona and Buyer have entered into that certain Stock Purchase Agreement, dat

Unaudited Pro Forma Condensed Consolidated Financial Information

EX-99.1 Exhibit 99.1 Unaudited Pro Forma Condensed Consolidated Financial Information On December 31, 2018 (the “Closing Date”), Armstrong Flooring, Inc. (the “Company”) completed the previously announced sale of its wood flooring business (the “Transaction”) to AHF Holding, Inc. (formerly known as Tarzan Holdco, Inc.), a Delaware corporation and an affiliate of American Industrial Partners (the “

Intellectual Property Agreement, dated as of December 31, 2018, by and among Armstrong Flooring, Inc., AFI Licensing LLC, AHF Holding, Inc. and Armstrong Hardwood Flooring Company (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on January 7, 2019).

EX-10.2 Exhibit 10.2 Execution Version INTELLECTUAL PROPERTY AGREEMENT This INTELLECTUAL PROPERTY AGREEMENT (this “Agreement”), dated as of December 31, 2018 (the “Effective Date”) is entered into by and between Armstrong Flooring, Inc., a Delaware corporation (“Seller”) and AFI Licensing LLC, a Delaware limited liability company (“Licensing” and together with Seller, “Arizona”) and AHF Holding, I

Regulation FD Disclosure, 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, 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): January 7, 2019 (December 31, 2018) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incor

Credit Agreement, dated December 31, 2018, by and among Armstrong Flooring, Inc., as borrower, the guarantors named therein, the lenders party thereto and Bank of America, N.A., as administrative agent for the lenders thereunder (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on January 7, 2019).

EX-10.4 Exhibit 10.4 EXECUTION VERSION Deal CUSIP: 04238TAA0 Revolver CUSIP: 04238TAB8 Term Loan CUSIP: 04238TAC6 CREDIT AGREEMENT Dated as of December 31, 2018 among ARMSTRONG FLOORING, INC., as the Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Collateral Agent, Swingline Lender and L/C Issuer, MERRILL LYNCH, PIERCE, FE

Regulation FD Disclosure, 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): December 31, 2018 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Co

ARMSTRONG FLOORING COMPLETES SALE OF WOOD FLOORING SEGMENT

EX-99.1 2 d620078dex991.htm EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING COMPLETES SALE OF WOOD FLOORING SEGMENT - Enters 2019 with Resilient Focused Growth Platform and More Profitable Portfolio Lancaster, PA, December 31, 2018. Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”) today announced that it has completed the previously disclosed sale of its Wood Flooring segment t

and Tarzan Holdco, Inc., dated November 14, 2018 (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K, as filed with the U.S. Securities and Exchange Commission on November 15, 2018).

EX-2.1 Exhibit 2.1 EXECUTION VERSION STOCK PURCHASE AGREEMENT BY AND BETWEEN ARMSTRONG FLOORING, INC. AND TARZAN HOLDCO, INC. DATED AS OF NOVEMBER 14, 2018 TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 1.1 Certain Definitions 1 Article II PURCHASE AND SALE 2.1 Purchase and Sale of the Shares 17 2.2 Consideration 17 2.3 Adjustments to the Net Purchase Price 17 2.4 Withholding 20 Article III

ARMSTRONG FLOORING ANNOUNCES AGREEMENT TO SELL ITS WOOD FLOORING SEGMENT AND COST OPTIMIZATION PLAN

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING ANNOUNCES AGREEMENT TO SELL ITS WOOD FLOORING SEGMENT AND COST OPTIMIZATION PLAN - Sale Price of $100 million Valued at Approximately 7.2 Times the Wood Flooring Segment’s Trailing Twelve Month Adjusted EBITDA - Cost Optimization Plan to Simplify Operations Following Divestiture - Divestiture and Cost Optimization Plan Immediately Accretive to Adjusted EBITD

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Material Impairments, Costs Associated with Exit or Disposal Activities

8-K 1 d653628d8k.htm FORM 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 15, 2018 (November 14, 2018) ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (Stat

Regulation FD Disclosure, 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, 2018 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation ) (Commiss

ARMSTRONG FLOORING REPORTS THIRD QUARTER 2018 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS THIRD QUARTER 2018 RESULTS Third Quarter 2018 Highlights Compared to Prior Year • Net Sales Increased 0.4% to $309.7 Million; Resilient Segment Net Sales Up 7.0% • Net Income Improved to $7.9 Million; EPS Expanded to $0.30 from ($0.70) • Adjusted EBITDA Increased 17.1% to $29.9 Million; Adjusted EPS Grew 129.4% to $0.46 from $0.20 • Narrows Outlook f

AFI / Armstrong Flooring, Inc. AFI 10-Q 9.30.2018 (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING, INC. (Exact name of Registrant

AFI / Armstrong Flooring, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SC 13D/A 1 afi04.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) Armstrong Flooring, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 04238R106 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Addr

Regulation FD Disclosure, 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 7, 2018 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation) (Commission

ARMSTRONG FLOORING REPORTS SECOND QUARTER 2018 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS SECOND QUARTER 2018 RESULTS Second Quarter 2018 Highlights Compared to Prior Year - Net Sales Increased 2.9% to $306.0 Million - Net Income Improved 92.1% to $10.5 Million; EPS Doubled to $0.40 - Adjusted EBITDA Increased 16.0% to $29.6 Million; Adjusted EPS Grew 74.7% to $0.47 - Reaffirms Outlook for Full Year 2018 Lancaster, PA, August 7, 2018. Arm

AFI / Armstrong Flooring, Inc. AFI 10-Q 6.30.2018 (Quarterly Report)

10-Q 1 afi10-q63018.htm AFI 10-Q 6.30.2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLO

Submission of Matters to a Vote of Security Holders

8-K 1 d597920d8k.htm FORM 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 1, 2018 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction o

Conflict Minerals Report of Armstrong Flooring, Inc.

Exhibit 1.01 Armstrong Flooring, Inc. Conflict Minerals Report For the Year Ended December 31, 2017 Armstrong Flooring, Inc. (“AFI”) is a Delaware corporation incorporated in 2015. We are a leading global producer of flooring products for use primarily in the construction and renovation of residential, commercial and institutional buildings. We design, manufacture, source and sell resilient and wo

AFI / Armstrong Flooring, Inc. SD

SD 1 afisd123117.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ARMSTRONG FLOORING, INC. (Exact name of Registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. employer Identification number) 2500 Columbia Avenue, PO Box

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d580996d8k.htm FORM 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, 2018 ARMSTRONG FLOORING, INC. (Exact name of registrant as specified in its charter) Delaware 001-37589 47-4303305 (State or other jurisdiction of

ARMSTRONG FLOORING REPORTS FIRST QUARTER 2018 RESULTS

EX-99.1 Exhibit 99.1 ARMSTRONG FLOORING REPORTS FIRST QUARTER 2018 RESULTS - Net Sales of $257.9 Million - Net Loss of $10.4 Million - Adjusted EBITDA of $10.1 Million and Adjusted Net Loss of $6.1 Million - Reaffirms Outlook for Full Year 2018 Lancaster, PA, May 8, 2018. Armstrong Flooring, Inc. (NYSE: AFI) (“Armstrong Flooring” or the “Company”), North America’s largest producer of resilient and

Form of 2018 Long-Term Performance - Based Restricted Stock Grant - Tier 2 Executive - EBITDA (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 8, 2018).*

2018 AFI PSU TIER II - STOCK |EBITDA Exhibit 10.5 2018 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative EBITDA Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the

Form of 2018 Long-Term Performance - Based Restricted Stock Grant - Non U.S. (China) - EBITDA - Payable in Cash (incorporated by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 8, 2018).*

EX-10.8 9 exhibit108-q12018.htm EXHIBIT 10.8 2018 AFI PSU CASH | EBITDA (Non-US China) Exhibit 10.8 2018 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative EBITDA Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Devel

Form of 2018 Long-Term Performance - Based Restricted Stock Grant - Non U.S. (China) - Free Cash Flow - Payable in Cash (incorporated by reference to Exhibit 10.9 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 8, 2018).*

2018 AFI PSU CASH | CASH FLOW (Non-US China) Exhibit 10.9 2018 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free Cash Flow Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee

Form of 2018 Long-Term Time-Based Restricted Stock Grant - U.S. and Non-U.S. (incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 8, 2018).*

2018 AFI RSU | STOCK (US AND NON-US) Exhibit 10.7 2018 Long-Term Time-Based Restricted Stock Unit Grant ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 7, 2018 Time-Based Restricted Stock Units

Form of 2018 Long-Term Time-Based Restricted Stock Grant - Non-U.S. (China) - Payable in Cash (incorporated by reference to Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 8, 2018). *

2018 AFI RSU | CASH (NON-US/CHINA) Exhibit 10.10 2018 Long-Term Time-Based Restricted Stock Unit Grant ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the following: Date of Grant: March 7, 2018 Time-Based Restricted Stock Units:

Form of 2018 Long-Term Performance - Based Restricted Stock Grant - CEO - Free Cash Flow.†

EX-10.2 3 exhibit102-q12018.htm EXHIBIT 10.2 2018 AFI PSU CEO - STOCK |CASH FLOW Exhibit 10.2 2018 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free Cash Flow Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Dev

AFI / Armstrong Flooring, Inc. 3.31.18 10-Q (Quarterly Report)

10-Q 1 afi10-q33118.htm 3.31.18 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37589 ARMSTRONG FLOORING

Form of 2018 Long-Term Performance - Based Restricted Stock Grant - CEO - EBITDA.†

2018 AFI PSU CEO - STOCK |EBITDA Exhibit 10.1 2018 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative EBITDA Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you the foll

Form of 2018 Long-Term Performance - Based Restricted Stock Grant - Tier 1 Executive - Free Cash Flow (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 8, 2018).*

2018 AFI PSU TIER I |CASH FLOW Exhibit 10.4 2018 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free Cash Flow Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee granted you th

Form of 2018 Long-Term Performance - Based Restricted Stock Grant - Tier 2 Executive - Free Cash Flow (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 8, 2018).*

2018 AFI PSU TIER II - STOCK |CASH FLOW Exhibit 10.6 2018 Long-Term Performance-Based Restricted Stock Unit Grant Performance Goals Based on Cumulative Free Cash Flow Company Confidential ARMSTRONG FLOORING, INC. 2500 Columbia Ave., P.O. Box 3025 Lancaster, PA 17604 717.672.9611 [Participant Name] I am pleased to inform you that the Company’s Management Development and Compensation Committee grant