10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q/A

(Amendment No.1)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2023

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number: 001-39322

The AZEK Company Inc.

(Exact name of registrant as specified in its charter)

Delaware	90-1017663
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1330 W Fulton Street, Suite 350, Chicago, Illinois	60607
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (877) 275-2935

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

Title of each class	Trading Symbol	Name of each exchange on which registered
Class A Common Stock, par value $0.001 per share	AZEK	The New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of May 31, 2024, the registrant had 145,518,785 shares of Class A Common Stock, $0.001 par value per share, and no shares of Class B Common Stock, $0.001 par value per share, outstanding.

EXPLANATORY NOTE

The AZEK Company Inc. (“we” or “AZEK” or the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (this “Amendment” or “Form 10-Q/A”) to amend and restate certain items in its Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023, originally filed with the Securities and Exchange Commission (the “SEC”) on February 7, 2024 (the “Original Form 10-Q”).

In filing this Amendment, we are restating our previously issued unaudited Condensed Consolidated Financial Statements as of and for the quarterly periods ended December 31, 2023 and 2022 to account for the overstatement of inventory, understatement of cost of sales and other immaterial errors as further described below. In addition, we have filed an amendment to our Annual Report on Form 10-K for the fiscal year ended September 30, 2023 with the SEC on June 14, 2024 (such report, the Amended 2023 Form 10-K/A and, together with this Amendment, the “Amended Reports”), to account for the overstatements during the periods presented therein (such periods, together with the periods presented herein, the “Affected Periods”). All material restatement information will be included in the Amended Reports, and we do not intend to separately amend other filings that we have previously filed with the SEC.

Accordingly, investors and other readers should rely only on the financial information and other disclosures regarding the periods described above in the Amended Reports and in any other future filings with the SEC (as applicable) and should not rely on any previously issued or filed reports, press releases, corporate presentations or similar communications relating to the Affected Periods described above.

Background of the Restatement

As described in our Current Report on Form 8-K filed with the SEC on May 8, 2024, in connection with the preparation of our unaudited Condensed Consolidated Financial Statements for the fiscal quarter ended March 31, 2024, we identified certain unexplained reconciling differences in inventory balances for certain of the Company’s locations. Upon identification of such issues, we initiated an independent investigation under the direction of the Audit Committee of our Board of Directors (the “Audit Committee”), which is now complete. As a result of the independent investigation procedures, the Company determined that a former employee with responsibility for cost and inventory accounting with respect to certain of the Company’s locations misstated inventory in the Company’s general ledger by creating inaccurate and unsupported manual journal entries that ultimately increased the value of inventory on the Company’s consolidated balance sheet and decreased cost of sales on the Company’s consolidated income statement as of and for the three months ended December 31, 2023 and as of and for the years ended September 30, 2023, 2022 and 2021 as well as prior periods. See Note 1A, Restatement of Previously Filed Financial Statements in the unaudited Condensed Consolidated Financial Statements for additional information related to the restatement, including descriptions of the adjustments and the impacts on our unaudited Condensed Consolidated Financial Statements.

On May 7, 2024, after considering the recommendations of management and discussion with the Company’s independent registered public accounting firm, PricewaterhouseCoopers LLP (“PwC”), the Audit Committee concluded that the Consolidated Financial Statements for the Affected Periods should no longer be relied upon due to the net overstatements described above. The Company is correcting these net overstatements for the Affected Periods by restating its Consolidated Financial Statements for the Affected Periods in the Amended Reports.

Restatement of Consolidated Financial Statements

This Amendment includes unaudited restated Condensed Consolidated Financial Statements for the fiscal quarters ended December 31, 2023 and 2022. See Note 1A, "Restatement of Previously Filed Financial Statements" in this Amendment for additional information.

Internal Control Considerations

In connection with the restatement of the unaudited Condensed Consolidated Financial Statements for the Affected Periods, management re-evaluated the effectiveness of our internal control over financial reporting and identified material weaknesses in our internal control over financial reporting as of September 30, 2023, described in Part II, Item 9A of the Amended 2023 Form 10-K/A. These material weaknesses remained in place as of December 31, 2023. As further described in Part I, Item 4 of this Amendment, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of December 31, 2023 due to such material weaknesses.

Items Amended in this Filing

This Amendment amends and restates the following items of the Original Form 10-Q:

•Part I - Item 1. Interim Financial Statements (Unaudited)

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•Part I - Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

•Part I - Item 4. Controls and Procedures

•Part II - Item 1A. Risk Factors

•Part IV - Item 6. Exhibits

In accordance with Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), this Amendment includes new certifications specified in Rule 13a-14 under the Exchange Act, from the Company’s Chief Executive Officer and Chief Financial Officer dated as of the date of this Amendment.

Pursuant to Rule 12b-15 under the Exchange Act, this Amendment contains only the items and exhibits to the Original Form 10-Q that are being amended and restated, and unaffected items and exhibits are not included herein. This Amendment continues to describe the conditions as of the date of the Original Form 10-Q and, except as set forth herein, we have not updated or modified the disclosures contained in the Original Form 10-Q to reflect any events that have occurred after the Original Form 10-Q. Accordingly, forward-looking statements included in this Amendment may represent management’s views as of the Original Form 10-Q and should not be assumed to be accurate as of any date thereafter.

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		Page
PART I.	Financial Information	5
Item 1.	Financial Statements (Unaudited)	5
	Condensed Consolidated Balance Sheets	5
	Condensed Consolidated Statements of Comprehensive Income (Loss)	6
	Condensed Consolidated Statements of Stockholders’ Equity	7
	Condensed Consolidated Statements of Cash Flows	8
	Notes to Unaudited Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 4.	Controls and Procedures	43
PART II.	Other Information	44
Item 1.	Legal Proceedings	44
Item 1A.	Risk Factors	44
Item 6.	Exhibits	45
Signatures		46

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PART I

FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

The AZEK Company Inc.

Condensed Consolidated Balance Sheets

(In thousands of U.S. dollars, except for share and per share amounts)

(Unaudited)

in thousands	December 31, 2023			September 30, 2023
	(As Restated)			(As Restated)
ASSETS:
Current assets:
Cash and cash equivalents	$	274,759		$	278,314
Trade receivables, net of allowances		32,398			57,660
Inventories		235,278			195,600
Prepaid expenses		16,528			13,595
Other current assets		11,844			16,123
Total current assets		570,807			561,292
Property, plant and equipment - net		456,504			501,023
Goodwill		967,816			994,271
Intangible assets - net		183,604			199,497
Other assets		87,426			87,793
Total assets	$	2,266,157		$	2,343,876
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable	$	43,119		$	56,015
Accrued rebates		67,925			60,974
Accrued interest		368			260
Current portion of long-term debt obligations		6,000			6,000
Accrued expenses and other liabilities		75,150			66,467
Total current liabilities		192,562			189,716
Deferred income taxes		50,296			59,509
Long-term debt—less current portion		579,111			580,265
Other non-current liabilities		104,784			104,073
Total liabilities		926,753			933,563
Commitments and contingencies (See Note 17)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares    issued or outstanding at December 31, 2023 and September 30, 2023,    respectively		—			—
Class A common stock, $0.001 par value; 1,100,000,000 shares authorized,    156,341,203 and 155,967,736 shares issued at December 31, 2023 and    September 30, 2023, respectively		156			156
Class B common stock, $0.001 par value; 100,000,000 shares authorized,    0 shares and 100 shares issued and outstanding at December 31, 2023 and    September 30, 2023, respectively		—			—
Additional paid‑in capital		1,650,160			1,662,322
Accumulated deficit		(39,229	)		(64,377	)
Accumulated other comprehensive income (loss)		(1,217	)		1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31,    2023 and September 30, 2023, respectively		(270,466	)		(189,666	)
Total stockholders' equity		1,339,404			1,410,313
Total liabilities and stockholders' equity	$	2,266,157		$	2,343,876

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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The AZEK Company Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

(In thousands of U.S. dollars, except for share and per share amounts)

(Unaudited)

	Three Months Ended December 31,
in thousands	2023			2022
	(As Restated)			(As Restated)
Net sales	$	240,444		$	216,259
Cost of sales		149,794			174,072
Gross profit		90,650			42,187
Selling, general and administrative expenses		77,246			73,510
Loss (gain) on disposal of property, plant and equipment		2,185			(66	)
Operating income (loss)		11,219			(31,257	)
Other income and expenses:
Interest expense, net		7,910			9,299
Gain on sale of business		(38,515	)		—
Total other income and expenses		(30,605	)		9,299
Income (loss) before income taxes		41,824			(40,556	)
Income tax expense (benefit)		16,676			(10,821	)
Net income (loss)	$	25,148		$	(29,735	)
Other comprehensive income (loss):
Unrealized loss due to change in fair value of derivatives, net of tax	$	(3,095	)	$	(1,796	)
Total other comprehensive income (loss)		(3,095	)		(1,796	)
Comprehensive income (loss)	$	22,053		$	(31,531	)
Net income (loss) per common share:
Basic	$	0.17		$	(0.20	)
Diluted		0.17			(0.20	)
Weighted-average common shares outstanding:
Basic		147,297,662			150,877,635
Diluted		148,876,282			150,877,635

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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The AZEK Company Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(In thousands of U.S. dollars, except for share amounts)

(Unaudited)

	Common Stock												Treasury Stock							Additional								Accumulated Other				Total
	Class A						Class B													Paid-In				Accumulated				Comprehensive				Stockholders'
	Shares				Amount		Shares				Amount		Shares			Amount				Capital				Deficit				Income (Loss)				Equity
Balance – September 30, 2023 (As Restated)		155,967,736		$	156		100			$		—		8,268,423	$		(189,666	)	$		1,662,322		$		(64,377	)	$		1,878		$		1,410,313
Net income		—				—		—				—		—			—				—				25,148				—				25,148
Other comprehensive income (loss)		—				—		—				—		—			—				—				—				(3,095	)			(3,095	)
Stock-based compensation		—				—		—				—		—			—				8,422				—				—				8,422
Exercise of vested stock options		136,885				—		—				—		—			—				3,238				—				—				3,238
Cancellation of restricted stock awards		—				—		—				—		—			—				—				—				—				—
Issuance of common stock under employee stock plan, net of shares withheld for taxes		236,482				—		—				—		—			—				(3,822	)			—				—				(3,822	)
Conversion of Class B common stock into Class A common stock		100				—		(100	)			—		—			—				—				—				—				—
Treasury stock purchases		—				—		—				—		2,291,607			(80,800	)			(20,000	)			—				—				(100,800	)
Balance – December 31, 2023 (As Restated)		156,341,203		$		156		—		$		—		10,560,030	$		(270,466	)	$		1,650,160		$		(39,229	)	$		(1,217	)	$		1,339,404
	Common Stock												Treasury Stock							Additional								Accumulated Other				Total
	Class A						Class B													Paid-In				Accumulated				Comprehensive				Stockholders'
	Shares				Amount		Shares				Amount		Shares			Amount				Capital				Deficit				Income (Loss)				Equity
Balance – September 30, 2022 (As Restated)		155,157,220		$	155			100		$		—		4,116,570	$		(73,088	)	$		1,630,378		$		(126,738	)	$		—		$		1,430,707
Net loss		—				—		—				—		—			—				—				(29,735	)			—				(29,735	)
Other comprehensive income (loss)		—				—		—				—		—			—				—				-				(1,796	)			(1,796	)
Stock-based compensation		—				—		—				—		—			—				3,909				—				—				3,909
Exercise of vested stock options		—				—		—				—		—			—				—				—				—				—
Cancellation of restricted stock awards		(14,663	)			—		—				—		—			—				—				—				—				—
Issuance of common stock under employee stock plan, net of shares withheld for taxes		54,308				—		—				—		—			—				(460	)			—				—				(460	)
Treasury stock purchases		—				—		—				—		352,760			(7,488	)			—												(7,488	)
Balance – December 31, 2022 (As Restated)		155,196,865		$		155		100		$		—		4,469,330	$		(80,576	)	$		1,633,827		$		(156,473	)	$		(1,796	)	$		1,395,137

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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The AZEK Company Inc.

Condensed Consolidated Statements of Cash Flows

(In thousands of U.S. dollars)

(Unaudited)

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Operating activities:
Net income (loss)	$	25,148		$	(29,735	)
Adjustments to reconcile net income (loss) to net cash flows provided by (used in)    operating activities:
Depreciation		21,773			21,202
Amortization of intangibles		10,164			11,837
Non-cash interest expense		412			412
Non-cash lease expense		(48	)		(56	)
Deferred income tax (benefit) provision		(8,192	)		1,504
Non-cash compensation expense		8,422			5,801
Fair value adjustment for contingent consideration		—			400
Loss on disposition of property, plant and equipment		2,185			(66	)
Gain on sale of business		(38,515	)		—
Changes in certain assets and liabilities:
Trade receivables		21,151			21,869
Inventories		(61,344	)		(14,786	)
Prepaid expenses and other currents assets		(1,920	)		(18,204	)
Accounts payable		(9,319	)		13,029
Accrued expenses and interest		15,125			(7,831	)
Other assets and liabilities		(1,330	)		1,033
Net cash provided by (used in) operating activities		(16,288	)		6,409
Investing activities:
Purchases of property, plant and equipment		(17,681	)		(30,328	)
Proceeds from disposition of fixed assets		122			65
Divestiture, net of cash disposed		133,089			—
Net cash provided by (used in) investing activities		115,530			(30,263	)
Financing activities:
Payments on Term Loan Agreement		(1,500	)		(1,500	)
Repayments of finance lease obligations		(713	)		(650	)
Exercise of vested stock options		3,238			—
Cash paid for shares withheld for taxes		(3,822	)		(460	)
Purchases of treasury stock		(100,000	)		(7,488	)
Net cash used in financing activities		(102,797	)		(10,098	)
Net decrease in cash and cash equivalents		(3,555	)		(33,952	)
Cash and cash equivalents – Beginning of period		278,314			120,817
Cash and cash equivalents – End of period	$	274,759		$	86,865
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	$	11,403		$	13,020
Cash paid for income taxes, net		1,351			112
Supplemental non-cash investing and financing disclosure:
Capital expenditures in accounts payable at end of period	$	2,603		$	16,275
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities		2,460			1,968

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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The AZEK Company Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands of U.S. dollars, unless otherwise specified)

(Unaudited)

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Organization

The AZEK Company Inc. (the “Company”, “we”, “us” or “our”) is a Delaware corporation that holds all of the limited liability company interests in The AZEK Group LLC (f/k/a CPG International LLC), the entity which directly and indirectly holds all of the equity interests in the operating subsidiaries and which changed its name from CPG International LLC to The AZEK Group LLC on August 1, 2023. The Company is an industry-leading designer and manufacturer of beautiful, low-maintenance and environmentally sustainable building products for residential, commercial and industrial markets. The Company’s products include decking, railing, trim, porch, moulding, pergolas, outdoor furniture, bathroom and locker systems, and, prior to the Company’s divestiture of its Vycom business, also included extruded plastic sheet products and other non-fabricated products for special applications in industrial markets. The Company operates in various locations throughout the United States. The Company’s residential products are primarily branded under the brand names AZEK®, TimberTech®, VERSATEX®, ULTRALOX®, StruXure® and INTEX®, while the commercial products are branded under brand names including Scranton Products®, Aria Partitions®, Eclipse Partitions®, Hiny Hiders® partitions, Tufftec Lockers® and Duralife Lockers®.

b. Summary of Significant Accounting Policies

Basis of Presentation

The Company operates on a fiscal year ending September 30. The accompanying unaudited Condensed Consolidated Financial Statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in management’s opinion, includes all adjustments, consisting of only normal recurring adjustments, necessary for the fair statement of the Company’s financial position, its results of operations and cash flows for the interim periods presented. The results of operations for the three months ended December 31, 2023 and the cash flows for the three months ended December 31, 2023 are not necessarily indicative of the results to be expected for the full fiscal year or any other period. The Company’s financial condition and results of operations are affected by a number of factors, including, but not limited to, the cost to manufacture and distribute products, cost of raw materials, inflation, consumer spending and preferences, interest rates, the impact of any supply chain disruptions, economic conditions, and/or any adverse effects from geopolitical conflicts, global health pandemics and other factors beyond the Company’s control. Management cannot predict the degree to, or the period over, which the Company may be affected by such factors.

The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company's Amendment No. 1 on Form 10-K/A to Annual Report on Form 10-K for the year ended September 30, 2023 (the "2023 Form 10-K/A") filed with the SEC on June 14, 2024. The Condensed Consolidated Balance Sheet as of September 30, 2023 was derived from the audited financial statements at that date. There have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2023 Form 10-K/A, except as noted below.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Significant estimates include revenue recognition, reserves for excess inventory, inventory obsolescence, inventory valuation, product warranties, customer rebates, stock-based compensation, litigation, income taxes, contingent consideration, goodwill and intangible asset valuation and accounting for long-lived assets. Management’s estimates and assumptions are evaluated on an ongoing basis and are based on historical experience, current conditions and available information. Actual results may differ from estimated amounts. Estimates are revised as additional information becomes available.

Accounting Policies

Refer to the Company’s 2023 Form 10-K/A for a discussion of the Company’s accounting policies, as updated below and for recently adopted accounting standards.

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Research and Development Costs

Research and development costs primarily relate to new product development, product claims support and manufacturing process improvements. Such costs are expensed as incurred and are included in “Selling, general and administrative expenses” within the Condensed Consolidated Statements of Comprehensive Income (Loss). Total research and development expenses were $3.1 million and $2.1 million, respectively, for the three months ended December 31, 2023 and 2022.

Recently Adopted Accounting Pronouncements

None.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280) : Improvements to Reportable Segment Disclosures. This standard requires all public entities that are subject to segment reporting requirements to disclose additional information, including significant segment expenses and other segment items on an annual and interim basis. It also requires the disclosure of the title and the position of the chief operating decision maker and how the reported measures are used for making business decisions. This standard is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company intends to adopt the updated standard during the fiscal year beginning October 1, 2024. The Company is currently evaluating the impact the adoption of this standard will have on its disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard expands the disclosure requirements primarily on the rate reconciliation and income tax paid. For public entities, this standard is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The Company intends to adopt the updated standard during the fiscal year beginning October 1, 2025. The Company is currently evaluating the impact the adoption of this standard will have on its disclosures.

1A. RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS

Restatement of Previously Filed Financial Statements

In connection with the preparation of its unaudited Condensed Consolidated Financial Statements for the fiscal quarter ended March 31, 2024, the Company identified certain unexplained reconciling differences in inventory balances for certain of the Company’s locations. Upon identification of such issues, the Company initiated an independent investigation under the direction of the Audit Committee of the Company’s Board of Directors (the “Audit Committee”), which is now complete. As a result of the independent investigation procedures, the Company determined that a former employee with responsibility for cost and inventory accounting with respect to certain of the Company’s locations misstated inventory in the Company’s general ledger by creating inaccurate and unsupported manual journal entries that ultimately increased the value of inventory on the Company’s Consolidated Balance Sheet and decreased cost of sales on the Company’s Consolidated Income Statement as of and for the three months ended December 31, 2023 and 2022 as well as prior periods. As a result, income before income taxes was overstated on a net basis for the three months ended December 31, 2023 and 2022. The independent investigation indicated that the former employee altered supporting documentation to conceal the unsupported inventory amounts and provided them to the Company’s management, external auditors and internal audit.

The Company has restated its unaudited Condensed Consolidated Financial Statements as of and for the quarterly periods ended December 31, 2023 and 2022 in the following tables. The only impact of restatement to the Consolidated Statements of Stockholders Equity was $(0.6) million and $(3.9) million to Net income for the three months ended December 31, 2023 and 2022, respectively, and $(19.3) million and $(13.7) million to opening Accumulated deficit at September 30, 2023 and 2022, respectively.

The amounts in the "As Reported" columns are amounts derived from the Company’s previously filed financial statements in its Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023, originally filed with the Securities and Exchange Commission on February 7, 2024 (the “Original Form 10-Q”). The amounts in "Investigation Adjustments" column present the impact of the adjustments from the independent investigation related to the overstatement of Inventory and the understatement of Cost of Sales. The amounts in "Other Adjustments" column present the impact of other adjustments primarily related to certain reclassifications in the condensed income statements and depreciation misstatement in previously issued financial statements and were not material, individually or in aggregate, to any of the prior periods financial statements. The amounts in "As Restated" are the updated amounts including the impacts from both Investigation Adjustments and Other Adjustments.

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The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Balance Sheet as of December 31, 2023 and Condensed Consolidated Balance Sheet as of September 30, 2023. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands, except for share and per share amounts).

	As of December 31, 2023											As of September 30, 2023
Consolidated Balance Sheets	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments		As Restated
ASSETS:
Current assets:
Cash and cash equivalents	$	274,759		$	—		$	—	$	274,759		$	278,314		$	—		$	—	$	278,314
Trade receivables, net of allowances		32,398			—			—		32,398			57,660			—			—		57,660
Inventories		261,562			(26,284	)		—		235,278			221,101			(25,501	)		—		195,600
Prepaid expenses		16,528			—			—		16,528			13,595			—			—		13,595
Other current assets		8,131			3,713			—		11,844			12,300			3,823			—		16,123
Total current assets		593,378			(22,571	)		—		570,807			582,970			(21,678	)		—		561,292
Property, plant and equipment - net		456,504			—			—		456,504			501,023			—			—		501,023
Goodwill		967,816			—			—		967,816			994,271			—			—		994,271
Intangible assets - net		183,604			—			—		183,604			199,497			—			—		199,497
Other assets		87,426			—			—		87,426			87,793			—			—		87,793
Total assets	$	2,288,728		$	(22,571	)	$	—	$	2,266,157		$	2,365,554		$	(21,678	)	$	—	$	2,343,876
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable	$	43,119		$	—			—	$	43,119		$	56,015		$	—			—	$	56,015
Accrued rebates		67,925			—			—		67,925			60,974			—			—		60,974
Accrued interest		368			—			—		368			260			—			—		260
Current portion of long-term debt obligations		6,000			—			—		6,000			6,000			—			—		6,000
Accrued expenses and other liabilities		80,999			(5,849	)		—		75,150			71,994			(5,527	)		—		66,467
Total current liabilities		198,411			(5,849	)		—		192,562			195,243			(5,527	)		—		189,716
Deferred income taxes		47,117			3,179			—		50,296			56,330			3,179			—		59,509
Long-term debt—less current portion		579,111			—			—		579,111			580,265			—			—		580,265
Other non-current liabilities		104,784			—			—		104,784			104,073			—			—		104,073
Total liabilities		929,423			(2,670	)		—		926,753			935,911			(2,348	)		—		933,563
Commitments and contingencies (See Note 17)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively		—			—			—		—			—			—			—		—
Class A common stock, $0.001 par value; 1,100,000,000 shares authorized 156,341,203 and 155,967,736 shares issued at December 31, 2023 and September 30, 2023, respectively		156			—			—		156			156			—			—		156
Class B common stock, $0.001 par value; 100,000,000 shares authorized, 0 shares and 100 shares issued and outstanding at December 31, 2023 and September 30, 2023, respectively		—			—			—		—			—			—			—		—
Additional paid‑in capital		1,650,160			—			—		1,650,160			1,662,322			—			—		1,662,322
Accumulated deficit		(19,328	)		(19,901	)		—		(39,229	)		(45,047	)		(19,330	)		—		(64,377	)
Accumulated other comprehensive income (loss)		(1,217	)					—		(1,217	)		1,878						—		1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively		(270,466	)		—			—		(270,466	)		(189,666	)		—			—		(189,666	)
Total stockholders' equity		1,359,305			(19,901	)		—		1,339,404			1,429,643			(19,330	)		—		1,410,313
Total liabilities and stockholders' equity	$	2,288,728		$	(22,571	)	$	—	$	2,266,157		$	2,365,554		$	(21,678	)	$	—	$	2,343,876

11

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Statements of Comprehensive Income for the three months ended December 31, 2023 and December 31, 2022. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands, except for share and per share amounts).

	Three Months Ended December 31, 2023											Three Months Ended December 31, 2022
Consolidated Statements of Comprehensive Income	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments			As Restated
Net sales	$	240,444		$	—		$	—	$	240,444		$	216,259		$	—		$	—		$	216,259
Cost of sales		149,011			783			—		149,794			168,680			6,192			(800	)		174,072
Gross profit		91,433			(783	)		—		90,650			47,579			(6,192	)		800			42,187
Selling, general and administrative expenses		77,246			—			—		77,246			73,444			—			66			73,510
Loss (gain) on disposal of property, plant and equipment		2,185			—			—		2,185			—			—			(66	)		(66	)
Operating income (loss)		12,002			(783	)		-		11,219			(25,865	)		(6,192	)		800			(31,257	)
Other income and expenses:
Interest expense, net		7,910			—			—		7,910			9,299			—			—			9,299
Gain on sale of business		(38,515	)		—			—		(38,515	)		—			—			—			—
Total other income and expenses		(30,605	)		—			—		(30,605	)		9,299			—			—			9,299
Income (loss) before income taxes		42,607			(783	)		—		41,824			(35,164	)		(6,192	)		800			(40,556	)
Income tax expense (benefit)		16,888			(212	)		—		16,676			(9,328	)		(1,715	)		222			(10,821	)
Net income (loss)	$	25,719		$	(571	)	$	—	$	25,148		$	(25,836	)	$	(4,477	)	$	578		$	(29,735	)
Other comprehensive income (loss):
Unrealized loss due to change in fair value of derivatives, net of tax	$	(3,095	)	$	—		$	—	$	(3,095	)	$	(1,796	)	$	—		$	—		$	(1,796	)
Total other comprehensive income (loss)		(3,095	)		—			—		(3,095	)		(1,796	)		—			—			(1,796	)
Comprehensive income (loss)	$	22,624		$	(571	)	$	—	$	22,053		$	(27,632	)	$	(4,477	)	$	578		$	(31,531	)
Net income (loss) per common share:
Basic	$	0.17		$	—		$	—	$	0.17		$	(0.17	)	$	(0.03	)	$	0.00		$	(0.20	)
Diluted		0.17			—			—		0.17			(0.17	)		(0.03	)		0.00			(0.20	)
Weighted-average common shares outstanding:
Basic		147,297,662			—			—		147,297,662			150,877,635			—			—			150,877,635
Diluted		148,876,282			—			—		148,876,282			150,877,635			—			—			150,877,635

12

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Statements of Cash Flows for the three months ended December 31, 2023 and December 31, 2022. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands).
 

	Three Months Ended December 31, 2023											Three Months Ended December 31, 2022
Consolidated Statements of Cash Flows	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments			As Restated
Operating activities:
Net income (loss)	$	25,719		$	(571	)	$	—	$	25,148		$	(25,836	)	$	(4,477	)	$	578		$	(29,735	)
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities:
Depreciation		21,773			—			—		21,773			22,002			—			(800	)		21,202
Amortization of intangibles		10,164			—			—		10,164			11,837			—			—			11,837
Non-cash interest expense		412			—			—		412			412			—			—			412
Non-cash lease expense		(48	)		—			—		(48	)		(56	)		—			—			(56	)
Deferred income tax (benefit) provision		(8,192	)		—			—		(8,192	)		1,504			—			—			1,504
Non-cash compensation expense		8,422			—			—		8,422			5,801			—			—			5,801
Fair value adjustment for contingent consideration		—			—			—		—			400			—			—			400
Loss on disposition of property, plant and equipment		2,185			—			—		2,185			(66	)		—			—			(66	)
Gain on sale of business		(38,515	)		—			—		(38,515	)		—			—			—			-
Changes in certain assets and liabilities:																						-
Trade receivables		21,151			—			—		21,151			21,869			—			—			21,869
Inventories		(62,127	)		783			—		(61,344	)		(20,978	)		6,192			—			(14,786	)
Prepaid expenses and other currents assets		(2,031	)		111			—		(1,920	)		(16,711	)		(1,715	)		222			(18,204	)
Accounts payable		(9,319	)		—			—		(9,319	)		13,029			—			—			13,029
Accrued expenses and interest		15,448			(323	)		—		15,125			(7,831	)		—			—			(7,831	)
Other assets and liabilities		(1,330	)		—			—		(1,330	)		1,033			—			—			1,033
Net cash provided by (used in) operating activities		(16,288	)		—			—		(16,288	)		6,409			—			—			6,409
Investing activities:
Purchases of property, plant and equipment		(17,681	)		—			—		(17,681	)		(30,328	)		—			—			(30,328	)
Proceeds from disposition of fixed assets		122			—			—		122			65			—			—			65
Divestiture, net of cash disposed		133,089			—			—		133,089			—			—			—			—
Net cash provided by (used in) investing activities		115,530			—			—		115,530			(30,263	)		—			—			(30,263	)
Financing activities:
Payments on Term Loan Agreement		(1,500	)		—			—		(1,500	)		(1,500	)		—			—			(1,500	)
Repayments of finance lease obligations		(713	)		—			—		(713	)		(650	)		—			—			(650	)
Exercise of vested stock options		3,238			—			—		3,238			—			—			—			-
Cash paid for shares withheld for taxes		(3,822	)		—			—		(3,822	)		(460	)		—			—			(460	)
Purchases of treasury stock		(100,000	)		—			—		(100,000	)		(7,488	)		—			—			(7,488	)
Net cash used in financing activities		(102,797	)		—			—		(102,797	)		(10,098	)		—			—			(10,098	)
Net decrease in cash and cash equivalents		(3,555	)		—			—		(3,555	)		(33,952	)		—			—			(33,952	)
Cash and cash equivalents – Beginning of period		278,314			—			—		278,314			120,817			—			—			120,817
Cash and cash equivalents – End of period	$	274,759		$	—		$	—	$	274,759		$	86,865		$	—		$	—		$	86,865
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	$	7,349		$	—		$	4,054	$	11,403		$	13,020		$	—		$	—		$	13,020
Cash paid for income taxes, net		1,351			—			—		1,351			112			—			—			112
Supplemental non-cash investing and financing disclosure:
Capital expenditures in accounts payable at end of period	$	2,603		$	—		$	—	$	2,603		$	16,275		$	—		$	—		$	16,275
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities		2,460			—			—		2,460			1,968			—			—			1,968

13

2. REVENUE

The Company recognizes revenues when control of the promised goods is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods, at a point in time, when shipping occurs.

The Company also engages in customer rebates, which are recorded in “Net sales” in the Condensed Consolidated Statements of Comprehensive Income (Loss) and in “Accrued rebates” and “Trade receivables” in the Condensed Consolidated Balance Sheets. The Company recorded accrued rebates of $67.9 million and $54.6 million as of December 31, 2023 and 2022, respectively, and contra trade receivables of $4.5 million and $6.5 million as of December 31, 2023 and 2022, respectively. The rebate activity was as follows (in thousands):

	Three Months Ended December 31,
	2023			2022
Beginning balance	$	66,958		$	56,542
Rebate expense		22,239			15,716
Rebate payments		(16,804	)		(11,192	)
Ending balance	$	72,393		$	61,066

The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance.

3. DIVESTITURE

On November 1, 2023, the Company completed the sale of its Vycom business within the Commercial segment for net proceeds of approximately $133.1 million. The divestiture allows the Company to focus on the highest value portions of its business and provides additional cash to finance its capital allocation priorities. The gain on sale of $38.5 million was recognized in "Gain on sale of business" within the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months ended December 31, 2023. The Company did not report the sale in discontinued operations as it was not a strategic shift that would have a major effect on the Company's operations and financial results.

See Note 12 for more information on the Commercial segment.

4. INVENTORIES

Inventories are valued at the lower of cost or net realizable value, and are reduced for slow-moving and obsolete inventory. The inventories cost is recorded at standard cost, which approximates actual cost, on a first-in first-out (“FIFO”) basis. Inventories consisted of the following (in thousands):

in thousands	December 31, 2023		September 30, 2023
	(As Restated)		(As Restated)
Raw materials	$	53,884	$	60,349
Work in process		27,893		33,240
Finished goods		153,501		102,011
Total inventories	$	235,278	$	195,600

14

5. PROPERTY, PLANT AND EQUIPMENT—NET

Property, plant and equipment – net consisted of the following (in thousands):

	December 31, 2023			September 30, 2023
	(As Restated)			(As Restated)
Land	$	3,209		$	4,829
Buildings and improvements		103,929			129,191
Manufacturing equipment		595,883			631,594
Computer equipment		32,365			32,392
Furniture and fixtures		6,614			7,290
Vehicles		1,145			1,087
Total property and equipment		743,145			806,383
Construction in progress		79,091			87,348
		822,236			893,731
Accumulated depreciation		(365,732	)		(392,708	)
Total property and equipment – net	$	456,504		$	501,023

Depreciation expense was approximately $20.5 million and $20.0 million in the three months ended December 31, 2023 and 2022, respectively. During the three months ended December 31, 2023 and 2022, $1.1 million and $1.3 million of interest was capitalized, respectively.

6. GOODWILL AND INTANGIBLE ASSETS—NET

Goodwill

Goodwill consisted of the following (in thousands):

	Residential		Commercial			Total
Goodwill before impairment as of September 30, 2023	$	953,882	$	72,589		$	1,026,471
Accumulated impairment losses as of September 30, 2023		—		(32,200	)		(32,200	)
Goodwill, net as of September 30, 2023	$	953,882	$	40,389		$	994,271
Divestiture
Goodwill disposal before impairment		—		(58,655	)		(58,655	)
Accumulated impairment losses		—		32,200			32,200
Goodwill, net disposal		—		(26,455	)		(26,455	)
Goodwill before impairment as of December 31, 2023	$	953,882	$	13,934		$	967,816
Accumulated impairment losses as of December 31, 2023		—		—			—
Goodwill, net as of December 31, 2023	$	953,882	$	13,934		$	967,816

Intangible assets, net

The Company did not have any indefinite lived intangible assets other than goodwill as of December 31, 2023 and September 30, 2023. Finite-lived intangible assets consisted of the following (in thousands):

		December 31, 2023
	Lives in Years	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Proprietary knowledge	10 — 15	$	300,400	$	(257,358	)	$	43,042
Trademarks	5 — 20		217,640		(158,382	)		59,258
Customer relationships	12 — 19		156,452		(77,558	)		78,894
Patents	9 — 10		8,500		(6,138	)		2,362
Other intangibles	3 — 15		4,076		(4,028	)		48
Total intangible assets		$	687,068	$	(503,464	)	$	183,604

September 30, 2023

15

	Lives in Years	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Propriety knowledge	10 — 15	$	300,400	$	(253,608	)	$	46,792
Trademarks	5 — 20		230,240		(164,759	)		65,481
Customer relationships	12 — 19		176,852		(92,268	)		84,584
Patents	9 — 10		8,500		(5,913	)		2,587
Other intangible assets	3 — 15		4,076		(4,023	)		53
Total intangible assets		$	720,068	$	(520,571	)	$	199,497

Amortization expense was $10.2 million and $11.8 million in the three months ended December 31, 2023 and 2022, respectively. As of December 31, 2023, the remaining weighted-average amortization period for acquired intangible assets was 11.1 years.

7. COMPOSITION OF CERTAIN BALANCE SHEET ACCOUNTS

Allowance for Doubtful Accounts

Allowance for doubtful accounts consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
Beginning balance	$	1,773		$	1,397
Provision		(433	)		277
Divestiture		(32	)		—
Ending balance	$	1,308		$	1,674

Accrued Expenses and Other Liabilities

Accrued expenses consisted of the following (in thousands):

	December 31, 2023		September 30, 2023
	(As Restated)		(As Restated)
Taxes	$	22,319	$	1,433
Employee related liabilities		20,673		34,313
Marketing		4,799		3,868
Lease liability - operating		4,559		4,180
Customer deposits		3,771		4,152
Warranty		3,740		3,556
Lease liability - finance		2,829		2,777
Freight		1,833		1,242
Utilities		1,802		2,141
Professional fees		1,706		2,073
Construction in progress		1,530		2,863
Commissions		873		991
Other		4,716		2,878
Total accrued expenses and other current liabilities	$	75,150	$	66,467

16

8. DEBT

Debt consisted of the following (in thousands):

	December 31, 2023			September 30, 2023
Term Loan due April 28, 2029 — SOFR + 2.50% + 0.1% (7.96% at December 31, 2023 and 7.92% at September 30, 2023)	$	592,500		$	594,000
Revolving Credit Facility through March 31, 2026 - SOFR + 0.1%		—			—
Total		592,500			594,000
Less unamortized deferred financing costs		(3,818	)		(3,996	)
Less unamortized original issue discount		(3,571	)		(3,739	)
Less current portion		(6,000	)		(6,000	)
Long-term debt—less current portion and unamortized    deferred financing costs	$	579,111		$	580,265

Term Loan Agreement

The Term Loan Agreement is a first lien term loan and will mature on April 28, 2029, subject to acceleration or prepayment. The Term Loan Agreement will amortize in equal quarterly installments of 0.25% of the aggregate principal amount of the loans outstanding, subject to reduction for certain prepayments. The loans thereunder bear an interest rate equal to (i) in the case of alternative base rate, or ABR, borrowings, the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Prime Rate as in effect on such day and (c) the one-month Term Secured Overnight Financing Rate ("SOFR") plus 1.00% per annum, provided that in no event will the alternative base rate be less than 1.50% per annum, plus an applicable margin of 1.50% and (ii) in the case of SOFR borrowings, the Term SOFR rate for the applicable interest period, in each case, plus an applicable margin of 2.50%. As of December 31, 2023 and September 30, 2023, The AZEK Group LLC had $592.5 million and $594.0 million outstanding under the Term Loan Agreement.

The obligations under the Term Loan Agreement are secured by a first priority security interest in the membership interests of The AZEK Group LLC owned by the Company, the equity interests of The AZEK Group LLC’s domestic subsidiaries, other than certain immaterial subsidiaries and other excluded subsidiaries, and all remaining assets not constituting Revolver Priority Collateral (as defined below and subject to certain exceptions) of the Company, The AZEK Group LLC and the subsidiaries of The AZEK Group LLC that are guarantors under the Term Loan Agreement (the “Term Loan Priority Collateral”), and a second priority security interest in the Revolver Priority Collateral. The obligations under the Term Loan Agreement are guaranteed by the Company and the wholly owned domestic subsidiaries of The AZEK Group LLC other than certain immaterial subsidiaries and other excluded subsidiaries.

Loans under the Term Loan Agreement may be voluntarily prepaid in whole, or in part, in each case without premium or penalty, subject to certain customary conditions. The Term Loan Agreement also requires mandatory prepayments of loans under the Term Loan Agreement from the proceeds of certain debt issuances and certain asset dispositions (subject to certain reinvestment rights) and, commencing with the fiscal year ending September 30, 2023, a percentage of excess cash flow (subject to step-downs upon The AZEK Group LLC achieving certain leverage ratios and other reductions in connection with other debt prepayments).

The Term Loan Agreement contains affirmative covenants, negative covenants and events of default, which are broadly consistent with those in the Revolving Credit Facility (with certain differences consistent with the differences between a revolving loan and term loan) and that are customary for facilities of this type. The Term Loan Agreement does not have any financial maintenance covenants. The Term Loan Agreement also includes customary events of default, including the occurrence of a change of control.

As of December 31, 2023 and September 30, 2023, unamortized deferred financing fees related to the Term Loan Agreement were $3.8 million and $4.0 million, respectively.

Revolving Credit Facility

The AZEK Group LLC has also entered into a revolving credit facility, as amended and restated from time to time (the “Revolving Credit Facility”), with certain of our direct and indirect subsidiaries and certain lenders party thereto. The Revolving Credit Facility provides for maximum aggregate borrowings of up to $150.0 million, subject to an asset-based borrowing base. The borrowing base is limited to a set percentage of eligible accounts receivable and inventory, less reserves that may be established by the administrative agent and the collateral agent in the exercise of their reasonable credit judgment.

17

The AZEK Group LLC had no outstanding borrowings under the Revolving Credit Facility as of December 31, 2023 and September 30, 2023, respectively. In addition, The AZEK Group LLC had $2.2 million and $2.8 million of outstanding letters of credit held against the Revolving Credit Facility as of December 31, 2023 and September 30, 2023, respectively. The AZEK Group LLC had approximately $147.8 million available under the borrowing base for future borrowings as of December 31, 2023. The AZEK Group LLC also has the option to increase the commitments under the Revolving Credit Facility by up to $100.0 million, subject to certain conditions.

On January 26, 2023, The AZEK Group LLC amended the Revolving Credit Facility, replacing all LIBOR-based provisions with provisions reflecting SOFR, including, without limitation, the use of a new Adjusted Term SOFR benchmark rate equal to Term SOFR (as defined in the Revolving Credit Agreement) plus 0.10%.

As of December 31, 2023, outstanding revolving loans under the Revolving Credit Facility bore interest at a rate which equaled, at the Company's option, either (i) for ABR borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the Adjusted Term SOFR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points, based on average historical availability, or (ii) for SOFR borrowings, the Adjusted Term SOFR plus a spread of 125 to 175 basis points, based on average historical availability. The maturity date for the Revolving Credit Facility is the earlier of March 31, 2026 and the date that is 91 days prior to the maturity of the Term Loan Agreement or any permitted refinancing thereof.

Deferred financing costs, net of accumulated amortization, related to the Revolving Credit Facility at December 31, 2023 and September 30, 2023 were $0.6 million and $0.7 million, respectively.

A “commitment fee” accrues on any unused portion of the commitments under the Revolving Credit Facility during the preceding three calendar month period. If the average daily used percentage is greater than 50%, the commitment fee equals 25 basis points, and if the average daily used percentage is less than or equal to 50%, the commitment fee equals 37.5 basis points. The commitment fees were $0.1 million and $0.1 million for the three months ended December 31, 2023 and 2022, respectively.

The obligations under the Revolving Credit Facility are guaranteed by the Company and its wholly owned domestic subsidiaries other than certain immaterial subsidiaries and other excluded subsidiaries. The obligations under the Revolving Credit Facility are secured by a first priority security interest in substantially all of the accounts receivable, inventory, deposit accounts, securities accounts and cash assets of the Company, The AZEK Group LLC and the subsidiaries of The AZEK Group LLC that are guarantors under the Revolving Credit Facility, and the proceeds thereof (subject to certain exceptions) (the “Revolver Priority Collateral”), plus a second priority security interest in all of the Term Loan Priority Collateral. The Revolving Credit Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty. The AZEK Group LLC is also required to make mandatory prepayments (i) when aggregate borrowings exceed commitments or the applicable borrowing base and (ii) during “cash dominion,” which occurs if (a) the availability under the Revolving Credit Facility is less than the greater of (i) $12.5 million and (ii) 10% of the lesser of (x) $150.0 million and (y) the borrowing base, for five consecutive business days or (b) certain events of default have occurred and are continuing.

The Revolving Credit Facility contains affirmative covenants that are customary for financings of this type, including allowing the Revolver Administrative Agent to perform periodic field exams and appraisals to evaluate the borrowing base. The Revolving Credit Facility contains various negative covenants, including limitations on, subject to certain exceptions, the incurrence of indebtedness, the incurrence of liens, dispositions, investments, acquisitions, restricted payments, transactions with affiliates, as well as other negative covenants customary for financings of this type. The Revolving Credit Facility also includes a financial maintenance covenant, applicable only when the excess availability is less than the greater of (i) 10% of the lesser of the aggregate commitments under the Revolving Credit Facility and the borrowing base, and (ii) $12.5 million. In such circumstances, The AZEK Group LLC would be required to maintain a minimum fixed charge coverage ratio (as defined in the Revolving Credit Facility) for the trailing four quarters equal to at least 1.0 to 1.0; subject to The AZEK Group LLC’s ability to make an equity cure (no more than twice in any four quarter period and up to five times over the life of the facility). As of December 31, 2023, The AZEK Group LLC was in compliance with the financial and nonfinancial covenants imposed by the Revolving Credit Facility. The Revolving Credit Facility also includes customary events of default, including the occurrence of a change of control.

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Interest expense consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
Interest expense:
Term Loan Agreement	$	11,358		$	8,916
Revolving Credit Facility		150			151
Other		1,123			1,109
Amortization - Deferred financing costs
Term Loan Agreement		179			179
Revolving Credit Facility		66			66
Amortization - Original issue discount
Term Loan Agreement		167			167
Capitalized interest		(1,079	)		(1,289	)
Interest expense		11,964			9,299
Interest income		(4,054	)		—
Interest expense, net	$	7,910		$	9,299

See Note 11 for the fair value of the Company’s debt as of December 31, 2023 and September 30, 2023.

9. PRODUCT WARRANTIES

The Company provides product assurance warranties of various lengths ranging from 5 years to lifetime for limited coverage for a variety of material and workmanship defects based on standard terms and conditions between the Company and its customers. Warranty coverage depends on the product involved. The warranty reserve activity consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Beginning balance	$	17,012		$	16,145
Adjustments to reserve		(388	)		(126	)
Warranty claims payment		(782	)		(465	)
Ending balance		15,842			15,554
Current portion of accrued warranty		(3,740	)		(3,508	)
Accrued warranty – less current portion	$	12,102		$	12,046

10. LEASES

The Company leases vehicles, machinery, manufacturing facilities, office space, land, and equipment under both operating and finance leases. The Company determines if an arrangement is a lease at inception. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. As of December 31, 2023 and September 30, 2023, amounts associated with leases are included in Other assets, Accrued expense and other liabilities and Other non-current liabilities in the Company’s Condensed Consolidated Balance Sheet.

For leases with initial terms greater than 12 months, the Company considers these right-of-use, or ROU, assets and records the related asset and obligation at the present value of lease payments over the term. For leases with initial terms equal to or less than 12 months, the Company does not consider them as right-of-use assets and instead considers them short-term lease costs that are recognized on a straight-line basis over the lease term. The Company’s leases may include escalation clauses, renewal options and/or termination options that are factored into the determination of lease term and lease payments when it is reasonably certain the option will be exercised. Renewal options range from 1 year to 20 years.

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Lease assets and lease liabilities as of December 31, 2023 and September 30, 2023 were as follows (in thousands):

Leases	Classification on Balance Sheet	December 31, 2023		September 30, 2023
Assets
ROU operating lease assets	Other assets	$	16,068	$	15,423
ROU finance lease assets	Other assets		70,554		71,529
Total lease assets		$	86,622	$	86,952
Liabilities
Current
Operating	Accrued expenses and other liabilities	$	4,559	$	4,180
Finance	Accrued expenses and other liabilities		2,829		2,777
Non-Current
Operating	Other non-current liabilities		13,916		13,699
Finance	Other non-current liabilities		75,276		75,718
Total lease liabilities		$	96,580	$	96,374

The components of lease expense for the three months ended December 31, 2023 and 2022 were as follows:

	Three Months Ended December 31,
(in thousands)	2023			2022
Operating lease expense	$	1,478		$	1,501
Finance lease amortization of assets		1,301			1,248
Finance lease interest on lease liabilities		1,107			1,092
Short term		86			103
Sublease income		(28	)		(71	)
Total lease expense	$	3,944		$	3,873

The tables below present supplemental information related to leases as of December 31, 2023 and September 30, 2023:

Weighted-average remaining lease term (years)	December 31, 2023			September 30, 2023
Operating leases		6.4			6.8
Finance leases		25.3			25.4
Weighted-average discount rate
Operating leases		4.7	%		4.4	%
Finance leases		5.8	%		5.8	%

The following table summarizes the maturities of lease liabilities at December 31, 2023:

(in thousands)	Operating Leases			Finance Leases			Total
2024	$	4,045		$	5,358		$	9,403
2025		4,719			7,105			11,824
2026		2,844			6,942			9,786
2027		2,105			6,480			8,585
2028		1,841			5,278			7,119
Thereafter		6,071			117,012			123,083
Total lease payments		21,625			148,175			169,800
Less: interest		(3,150	)		(70,070	)		(73,220	)
Present value of lease liability	$	18,475		$	78,105		$	96,580

11. FAIR VALUE OF FINANCIAL INSTRUMENTS

FASB Accounting Standards Codification (“ASC”) requirements for Fair Value Measurements and Disclosures establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels. Level 1 inputs, the highest priority, are quoted prices in active markets for identical assets or liabilities. Level 2 inputs reflect other than quoted prices included in Level 1 that are either observable directly or through corroboration with observable market data. Level 3 inputs are

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unobservable inputs, due to little or no market activity for the asset or liability, such as internally-developed valuation models. We do not have any assets or liabilities measured at fair value on a recurring basis that are Level 3.

Derivative Instruments

The Company’s objective in using interest rate derivative instruments is to hedge against interest rate volatility associated with its senior secured credit facilities by converting a portion of its floating rate debt to fixed rate debt. In November 2022, the Company entered into two interest rate swap agreements with Barclays Bank PLC to manage interest rate risk related to Term Loan. Each agreement has a notional amount of $150 million and will expire on October 31, 2025. One agreement swaps variable interest at a rate based on SOFR with a fixed rate of 4.39% and the second with a fixed rate of 4.48%.

At the inceptions of the swap agreements and as of December 31, 2023, both swaps were designated and qualified as cash flow hedges in accordance with ASC 815. The gain (loss) is recorded in Accumulated other comprehensive income (loss) and then reclassified into Interest expense in the same period in which the hedged transaction affects earnings. As of December 31, 2023, the Company expects to reclass approximately $0.6 million ($0.4 million after-tax) as a reduction to interest expense in the next 12 months.

The following table provides the fair values of the interest rate derivative instruments as well as their classification on the Balance Sheet as of December 31, 2023 and September 30, 2023 (in thousands):

			Fair Value as of
	Fair Value Hierarchy	Balance Sheet Location	December 31, 2023		September 30, 2023
Assets
Interest rate swaps	Level 2	Other current assets	$	677	$	2,558
Liabilities
Interest rate swaps	Level 2	Other non-current liabilities	$	2,300	$	65

The Company estimates the fair value of interest rate swaps using a valuation model based on observable market data, such as yield curves. Both swaps are classified as Level 2 measurement in the fair value hierarchy.

The following table summarizes the effects of the interest rate derivative instruments on Accumulated other comprehensive income (loss) for the three months ended December 31, 2023 and 2022 (in thousands):

	Before-tax Amount			Income Tax Expense			Net of Tax Amount
Balance - September 30, 2023	$	2,493		$	615		$	1,878
Amount of loss recognized in other comprehensive income (loss)		(3,437	)		(840	)		(2,596	)
Amount of gain reclassified from accumulated other comprehensive income (loss) into net income (loss)		(678	)		(180	)		(499	)
Balance - December 31, 2023	$	(1,622	)	$	(405	)	$	(1,217	)

	Before-tax Amount			Income Tax Expense			Net of Tax Amount
Balance - September 30, 2022	$	—		$	—		$	—
Amount of loss recognized in other comprehensive income (loss)		(2,544	)		(674	)		(1,870	)
Amount of loss reclassified from accumulated other comprehensive income (loss) into net income (loss)		101			27			74
Balance - December 31, 2022	$	(2,443	)	$	(647	)	$	(1,796	)

Other Financial Instruments

The carrying values and the estimated fair values of the debt financial instruments (Level 2 measurements) consisted of the following (in thousands):

	December 31, 2023				September 30, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Term Loan due April 28, 2029	$	592,500	$	596,944	$	594,000	$	595,485

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Financial instruments remeasure at fair value on a recurring basis – During the year ended September 30, 2022, the Company entered into an arrangement for a contingent payment to the former owner and employee of StruXure. The contingent payment is based on achievement of a minimum EBITDA amount and a multiple of EBITDA, for EBITDA exceeding a higher threshold for calendar year 2022. Based on the formula, the potential contingent payout can range from zero to $13.9 million. At the date of acquisition, the fair value was estimated to be $9.5 million. As of March 31, 2023, the fair value was increased to $12.7 million based on the actual EBITDA amount for StruXure. Compensation expense of $9.5 million was recognized for the year ended September 30, 2022 and $3.2 million was recognized for the year ended September 30, 2023. The Company paid $12.7 million as settlement of the contingent liability in April, 2023.

In connection with the acquisition of INTEX on August 1, 2022, the Company entered into a contingent consideration arrangement with the former owner of INTEX. The contingent consideration is based on achievement of a minimum gross profit amount for calendar year 2022. Based on the formula, the potential contingent consideration can range from zero to $6.2 million. At the date of the acquisition, the fair value was estimated to be $5.8 million. As of December 31, 2022, the fair value was increased to $6.2 million. Contingent payment of $5.8 million was included in the acquisition purchase price at the date of acquisition and the change in fair value of $0.4 million was recognized in selling, general and administrative expense for the year ended September 30, 2023. The Company paid $6.2 million as settlement of this contingent liability in fiscal year 2023.

12. SEGMENTS

Operating segments for the Company are determined based on information used by the chief operating decision maker (“CODM”) in deciding how to evaluate performance and allocate resources to each of the segments. The CODM reviews Adjusted EBITDA and Adjusted EBITDA Margin as the key segment measures of performance. Adjusted EBITDA is defined as segment operating income (loss) plus depreciation and amortization, adjusted by adding thereto or subtracting therefrom stock-based compensation costs, business transformation costs, acquisition costs, capital structure transaction costs, and certain other costs. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by net sales.

The Company has two reportable segments, Residential and Commercial. The reportable segments were determined primarily based on products and end markets as follows:

• Residential—The Residential segment manufactures and distributes decking, rail, pergolas, outdoor structures, exterior trim, siding and accessories through a national network of dealers and distributors and multiple home improvement retailers providing extensive geographic coverage and enabling the Company to effectively serve contractors. Regional recyclers provides full-service recycled PVC material processing, sourcing, logistical support, and scrap management programs that are utilized in our finished goods manufacturing processes. This segment is impacted by trends in and the strength of home repair and remodel activity.

• Commercial—The Commercial segment manufactures, fabricates and distributes lockers and bathroom partitions. This segment is impacted by trends in and the strength of the repair and remodel sector. This segment also previously included the Company’s Vycom business, which manufactured resin-based extruded sheeting products for a variety of commercial and industrial applications. The Company sold the Vycom business on November 1, 2023. See Note 3 for additional information on the divestiture.

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The segment data below includes data for Residential and Commercial for the three months ended December 31, 2023 and 2022 (in thousands).

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Net sales to customers
Residential	$	223,000		$	179,484
Commercial		17,444			36,775
Total	$	240,444		$	216,259
Adjusted EBITDA
Residential (1)	$	51,979		$	3,754
Commercial		2,905			5,154
Total Adjusted EBITDA for reporting segments	$	54,884		$	8,908
Adjustments to Income before income tax provision
Depreciation and amortization		(31,937	)		(33,040	)
Stock-based compensation costs		(8,468	)		(3,957	)
Acquisition and divestiture costs (2)		(492	)		(2,954	)
Gain on sale of business (3)		38,515			—
Other costs (4)		(2,768	)		(214	)
Interest expense, net		(7,910	)		(9,299	)
Income (loss) before income tax provision	$	41,824		$	(40,556	)

(1)Effective as of December 31, 2023, Residential segment Adjusted EBITDA includes all corporate expenses, such as selling, general and administrative costs related to our corporate offices, including payroll and other professional fees. The prior period has been recast to reflect the change.

(2)Acquisition and divestiture costs reflect costs related to divestiture of $0.5 million for both the three months ended December 31, 2023 and 2022, respectively, and costs directly related to completed acquisitions of $2.4 million in the three months ended December 31, 2022.

(3)Gain on sale of business relates to the sale of the Vycom business.

(4)Other costs reflect costs related to the removal of dispensable equipment resulting from a modification of our manufacturing process of $2.4 million in the three months ended December 31, 2023, reduction in workforce costs of $0.3 million in the three months ended December 31, 2023, and costs for legal expenses of $0.1 million and $0.2 million in the three months ended December 31, 2023 and 2022, respectively.

13. CAPITAL STOCK

Share Repurchase Program

On May 5, 2022, the Board of Directors authorized the Company to repurchase up to $400 million of the Company’s Class A common stock (the “Share Repurchase Program”). The Share Repurchase Program allows the Company to repurchase its shares opportunistically from time to time. Purchases may be effected through one or more open market transactions, privately negotiated transactions, transactions structured through investment banking institutions, accelerated share repurchases or tender offers, some of which may be effected through Rule 10b5-1 plans, or a combination of the foregoing. The timing of repurchases will depend upon several factors, including market and business conditions, and repurchases may be discontinued at any time.

On December 4, 2023, the Company entered into a $100 million accelerated share repurchase agreement, or the “ASR” with Goldman Sachs & Co. LLC, or “Goldman Sachs”. Goldman Sachs delivered 2,291,607 initial shares to the Company on December 6, 2023, based on the closing price of the Company’s Class A common stock of $34.91 on December 4, 2023. The total value of the initial shares represents 80% of the $100 million ASR. The final settlement will be based on the volume-weighted average price of the Company's Class A common stock over the repurchase period, subject to certain adjustments. The Company expects to settle the ASR in the second quarter of fiscal year 2024.

During the three months ended December 31, 2022, the Company repurchased 352,760 shares of its Class A common stock on the open market at an average price of $21.23 per share, totaling an approximately $7.5 million reacquisition cost.

On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”), that includes, among other provisions, a one percent excise tax on net repurchases of stock after December 31, 2022. For the three months ended December 31, 2023, the Company recognized $0.8 million excise tax as reacquisition cost of share repurchases.

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As of December 31, 2023, the Company had approximately $101.1 million available for repurchases under the Share Repurchase Program.

14. STOCK-BASED COMPENSATION

The Company grants stock-based awards to attract, retain and motivate key employees and directors.

The 2020 Omnibus Incentive Compensation Plan (“2020 Plan”), provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, and performance-based or other equity-related awards to the Company’s employees and directors. The maximum aggregate number of shares that may be issued under the 2020 Plan is 15,852,319 shares with 2,219,224 shares remaining in the reserve. The total aggregate number of shares may be adjusted as determined by the Board of Directors.

On December 11, 2023, the Compensation Committee of the Board of Directors authorized certain changes to a former employee’s stock-based awards which were effective in connection with his retirement. These changes allow certain awards to continue to vest in due course following retirement and extend the exercisability of certain outstanding and exercisable stock options to the end of the contractual term of the options. This resulted in a Type III Modification (improbable to probable) as defined in accounting guidance, accounted for as a cancellation of the original award and an issuance of a new grant, as well as, a Type I Modification (probable to probable), accounted for as an exchange of the original award for a new grant under the revised terms. The modifications resulted in $1.9 million of stock-based compensation expense in the three months ended December 31, 2023.

Stock-based compensation expense for the three months ended December 31, 2023 and 2022 was $8.5 million and $4.0 million, respectively, recognized in “Selling, general and administrative expenses” in the Condensed Consolidated Statements of Comprehensive Income (Loss). Total income tax benefit for the three months ended December 31, 2023 and 2022 was $1.7 million and $0.8 million, respectively. As of December 31, 2023, the Company had not yet recognized compensation cost on unvested stock-based awards of $36.6 million, with a weighted average remaining recognition period of 2.0 years.

The Company uses the Black Scholes pricing model to estimate the fair value of its service-based awards as of the grant date. Under the terms of the 2020 Plan, all stock options will expire if not exercised within ten years of the grant date.

The following table sets forth the significant assumptions used for the calculation of stock-based compensation expense for the three months ended December 31, 2023 and 2022:

	December 15, 2023 Grant Date			December 12, 2022 Grant Date
Risk-free interest rate		3.93	%		3.77	%
Expected volatility		40.00	%		40.00	%
Expected term (in years)		6.00			6.00
Expected dividend yield		0.00	%		0.00	%

Stock Options

The following table summarizes the performance-based stock option activity for the three months ended December 31, 2023:

	Number of Shares				Weighted Average Exercise Price Per Share		Weighted Average Remaining Contract Term		Aggregate Intrinsic Value
							(in years)		(in thousands)
Outstanding at October 1, 2023		1,114,261		$		23.00
Granted		—				—
Exercised		(60,261	)			23.00
Cancelled/Forfeited		—				—
Outstanding at December 31, 2023		1,054,000				23.00		6.4		16,074
Vested and exercisable at December 31, 2023		1,054,000		$		23.00		6.4		16,074

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The following table summarizes the service-based stock option activity for the three months ended December 31, 2023:

	Number of Shares				Weighted Average Exercise Price Per Share		Weighted Average Remaining Contract Term		Aggregate Intrinsic Value
							(in years)		(in thousands)
Outstanding at October 1, 2023		3,361,707		$		25.43
Granted		138,731				38.15
Exercised		(76,624	)			24.17
Cancelled/Forfeited		—				—
Outstanding at December 31, 2023		3,423,814				25.97		7.0		43,493
Vested and exercisable at December 31, 2023		2,475,222		$		24.78		6.7		33,921

Restricted Stock Awards

A summary of the service-based restricted stock awards activity during the three months ended December 31, 2023 was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		82,481		$		23.00
Granted		—				—
Vested		(6,845	)			23.00
Forfeited		—				—
Outstanding and unvested at December 31, 2023		75,636		$		23.00

Performance Restricted Stock Units

Performance restricted stock units were granted to officers and certain employees of the Company and represent the right to earn shares of Company common stock based on the achievement of company-wide non-GAAP performance conditions, including cumulative net sales, average return on net tangible assets and cumulative EBITDA during the three-year performance period. Compensation cost is amortized into expense over the performance period, which is generally three years, and is based on the probability of meeting performance targets. The fair value of each performance share award is based on the closing stock price on the date of grant.

A summary of the performance-based restricted stock unit awards activity for the three months ended December 31, 2023 presented at target was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		508,622		$		26.72
Granted		215,462				38.15
Vested		(123,821	)			34.82
Forfeited		(3,308	)			28.01
Outstanding and unvested at December 31, 2023		596,955		$		28.91

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Restricted Stock Units

A summary of the service-based restricted stock unit awards activity for the three months ended December 31, 2023 was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		786,096		$		25.42
Granted		204,796				38.12
Vested		(224,591	)			28.14
Forfeited		(2,102	)			24.85
Outstanding and unvested at December 31, 2023		764,199		$		28.01

15. EARNINGS PER SHARE

The Company computes earnings per common share (“EPS”) under the two-class method which requires the allocation of all distributed and undistributed earnings attributable to the Company to common stock and other participating securities based on their respective rights to receive distributions of earnings or losses. The Company’s Class A common stock and Class B common stock equally share in distributed and undistributed earnings, and, therefore, no allocation to participating securities or dilutive securities is performed.

Basic EPS attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding. Diluted EPS is calculated by adjusting weighted average shares outstanding for the dilutive effect of potential common shares, determined using the treasury-stock method. For purposes of the diluted EPS calculation, restricted stock awards, restricted stock units and options to purchase shares of common stock are considered to be potential common shares. The following table sets forth the computation of the Company’s basic and diluted EPS attributable to common stockholders (in thousands, except share and per share amounts):

	Three Months Ended December 31,
	2023		2022
	(As Restated)		(As Restated)
Numerator:
Net income (loss)	$	25,148	$	(29,735	)
Net income (loss) attributable to   common stockholders   - basic and diluted	$	25,148	$	(29,735	)
Denominator:
Weighted-average shares of common stock
Basic		147,297,662		150,877,635
Diluted		148,876,282		150,877,635
Net income (loss) per share attributable   to common stockholders:
Net income (loss) per common share - basic	$	0.17	$	(0.20	)
Net income (loss) per common share - diluted	$	0.17	$	(0.20	)

The following table includes the number of shares that may be dilutive common shares in the future, and were not included in the computation of diluted net income per share because the effect was anti-dilutive:

	Three Months Ended December 31,
	2023		2022
Stock Options		547,890		5,010,161
Restricted Stock Units		108,736		531,462

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16. INCOME TAXES

The Company calculates the interim tax provision in accordance with the provisions of ASC 740-270, Income Taxes; Interim Reporting, specifically ASC-740-270-25-2. For interim periods, the Company estimates the annual effective income tax rate and applies the estimated rate to the year-to-date income or loss before income taxes. The effective income tax rates for the three months ended December 31, 2023 and 2022 were 39.9% and 26.7%, respectively. The increase in the effective income tax rate for the three months ended December 31, 2023, as compared to the three months ended December 31, 2022, was primarily driven by the tax effects related to the sale of the Vycom business.

17. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

During the year ended September 30, 2019, the Company was made aware of a worker’s compensation case that became reasonably possible to give rise to a liability. Discovery has been completed, and the Company filed motions for summary judgment in April 2023. On November 8, 2023, the court granted the Company's motions for summary judgment seeking to dismiss Scranton Products Inc. and The AZEK Company Inc. but denied the Company's motions for summary judgment seeking to dismiss The AZEK Group LLC and Vycom Corp. A trial date has been set for May 2024.

In the normal course of the Company’s business, it is at times subject to various other legal actions, in some cases for which the relief or damages sought may be substantial. Although the Company is not able to predict the outcome of legal actions to which it may be subject, after reviewing all pending and threatened actions with counsel and based on information currently available, management believes that the outcome of such actions, individually or in the aggregate, will not have a material adverse effect on the Company’s results of operations or financial position. However, it is possible that the ultimate resolution of such matters, if unfavorable, may be material to the Company’s results of operations in a particular future period as the time and amount of any resolution of such actions and its relationship to the future results of operations are not currently known. The Company accrues for losses when they are probable of occurrence and such losses are reasonably estimable. Legal costs expected to be incurred are accounted for as they are incurred.

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18. CONDENSED FINANCIAL INFORMATION OF REGISTRANT (PARENT COMPANY ONLY)

The AZEK Company Inc. (parent company only)

Balance Sheets

(In thousands of U.S. dollars, except for share and per share amounts)

	December 31, 2023			September 30, 2023
	(As Restated)			(As Restated)
ASSETS:
Non-current assets:
Investments in subsidiaries	$	1,339,404		$	1,410,313
Total non-current assets		1,339,404			1,410,313
Total assets	$	1,339,404		$	1,410,313
LIABILITIES AND STOCKHOLDERS’ EQUITY:
Total liabilities	$	—		$	—
Stockholders’ equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares    issued or outstanding at December 31, 2023 and September 30, 2023,    respectively		—			—
Class A common stock, $0.001 par value; 1,100,000,000 shares authorized,    156,341,203 and 155,967,736 shares issued at December 31, 2023 and    September 30, 2023, respectively		156			156
Class B common stock, $0.001 par value; 100,000,000 shares authorized,    0 shares and 100 shares issued and outstanding at December 31, 2023 and    September 30, 2023, respectively		—			—
Additional paid‑in capital		1,650,160			1,662,322
Accumulated deficit		(39,229	)		(64,377	)
Accumulated other comprehensive income (loss)		(1,217	)		1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31,    2023 and September 30, 2023, respectively		(270,466	)		(189,666	)
Total stockholders’ equity		1,339,404			1,410,313
Total liabilities and stockholders’ equity	$	1,339,404		$	1,410,313

	Three Months Ended December 31,
	2023		2022
	(As Restated)		(As Restated)
Net income (loss) of subsidiaries	$	25,148	$	(29,735	)
Net income (loss) of subsidiaries	$	25,148	$	(29,735	)
Comprehensive income (loss)	$	22,053	$	(31,531	)

The AZEK Company Inc. did not have any cash as of December 31, 2023 or September 30, 2023. Accordingly a Condensed Statement of Cash Flows has not been presented.

Basis of Presentation

The parent company financial statements should be read in conjunction with the Company’s Consolidated Financial Statements and the accompanying notes thereto. For purposes of this condensed financial information, the Company’s wholly owned and majority owned subsidiaries are recorded based upon its proportionate share of the subsidiaries’ net assets (similar to presenting them on the equity method).

Since the restricted net assets of The AZEK Company Inc. and its subsidiaries exceed 25% of the consolidated net assets of the Company and its subsidiaries, the accompanying condensed parent company financial statements have been prepared in accordance with Rule 12-04, Schedule 1 of Regulation S-X. This information should be read in conjunction with the accompanying Condensed Consolidated Financial Statements.

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Restatement of Previously Filed Financial Statements

The Company is presenting herein restated condensed financial information of The AZEK Company Inc. (parent company only) as of September 30, 2023 and December 31, 2023 and for the three months ended December 31, 2023 and 2022. See Note 1A “Restatement of Previously Filed Financial Statements,” for additional information on the restatement.

Dividends from Subsidiaries

There were $100.0 million and $7.5 million in cash dividends paid to The AZEK Company Inc. from the Company’s consolidated subsidiaries during the three months ended December 31, 2023 and 2022, respectively. Cash dividends of $100.0 million were used to fund the ASR during the three months ended December 31, 2023 and $7.5 million in cash dividends were used to fund share repurchases on the open market during the three months ended December 31, 2022.

Restricted Payments

The AZEK Group LLC is party to the Revolving Credit Facility and the Term Loan Agreement. The obligations under the Revolving Credit Facility and Term Loan Agreement are secured by substantially all of the present and future assets of the borrowers and guarantors, including equity interests of their domestic subsidiaries, subject to certain exceptions.

The obligations under the Revolving Credit Facility and Term Loan Agreement are guaranteed by the Company and its wholly owned domestic subsidiaries other than certain immaterial subsidiaries and other excluded subsidiaries. The AZEK Group LLC is not permitted to make certain payments unless those payments are consistent with exceptions set forth in the agreements. These payments include repurchase of equity interests, fees associated with a public offering, income taxes due in other applicable payments. Further, the payments are only permitted if certain conditions are met related to availability and fixed charge coverage as defined in the Revolving Credit Facility and described in Note 8.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our annual consolidated financial statements and related notes and our discussion and analysis of financial condition and results of operations, which were included in our Amended 2023 Form 10-K/A, as well as Item 1. Financial Statements in this Amendment.

Forward-Looking Statements

This Amendment contains forward-looking statements. All statements other than statements of historical facts contained in this Amendment, including statements regarding future operations, cash flows, expansion plans, capital investments, capacity targets and other strategic initiatives, are forward-looking statements. In some cases, forward looking statements may be identified by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “could,” “would,” “expect,” “objective,” “plan,” “potential,” “seek,” “grow,” “target,” “if,” or the negative of these terms and similar expressions intended to identify forward-looking statements. In particular, statements about potential new products and product innovation, statements regarding the potential impact of climate change and extreme weather events, global health pandemics or geopolitical conflicts, such as the conflict between Russia and Ukraine and the conflict in the Middle East, statements about the markets in which we operate and the economy more generally, including inflation and interest rates, growth of our various markets and growth in the use of engineered products as well as our ability to share in such growth, statements about our ability to source our raw materials in line with our expectations, future pricing for our products or our raw materials and our ability to successfully manage market and interest rate risks and control or reduce costs, statements with respect to our ability to meet future goals and targets, including our environmental, social and governance targets, statements about our material weaknesses and our plans to remediate such material weaknesses, statements about potential share repurchases, and our expectations, beliefs, plans, strategies, objectives, prospects, assumptions or future events or performance contained in this Amendment are forward-looking statements. We have based these forward-looking statements primarily on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in the section titled “Risk Factors” set forth in Part I, Item 1A of our Amended 2023 Form 10-K/A. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this Amendment may not occur and actual results may differ materially and adversely from those anticipated or implied in the forward-looking statements. You should read this Amendment with the understanding that our actual future results, levels of activity, performance and events and circumstances may be materially different from what we expect. In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based on information available to us as of the date of this Amendment. While we believe that such information provides a reasonable basis for these statements, such information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely on these statements.

Restatement of Previously Filed Financial Statements

As described in the Explanatory Note above and in Note 1A to our unaudited Condensed Consolidated Financial Statements, we have restated our unaudited Condensed Consolidated Financial Statements as of December 31, 2023 and for the three months ended December 31, 2023 and 2022 contained in this Amendment. As a result, the previously reported financial information as of and for the three months ended December 31, 2023 and 2022 in this Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations has been updated to reflect the relevant restatements. See Note 1A, Restatement of Previously Filed Financial Statements to our unaudited Condensed Consolidated Financial Statements for additional information related to the restatement, including descriptions of the adjustments and the impacts on our unaudited Condensed Consolidated Financial Statements.

Other than the effect of the restatement, this section has not been otherwise modified and does not reflect any information or events occurring after February 7, 2024, the filing date of the Original Form 10-Q, or modify or update those disclosures affected by events that occurred at a later date or facts that subsequently became known to the Company, except to the extent they are otherwise required to be included and discussed herein.

Overview

We are an industry-leading designer and manufacturer of beautiful, low-maintenance and environmentally sustainable outdoor living products, including TimberTech® decking, Versatex® and AZEK® Trim, and StruXure® pergolas. Homeowners continue to invest in their homes and outdoor spaces and we believe are increasingly recognizing the significant advantages of engineered, long-lasting products, which convert demand away from traditional materials, particularly wood. Our products transform those outdoor spaces by combining highly appealing aesthetics with significantly lower maintenance costs compared to traditional materials. Our

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innovative portfolio of outdoor living products, including decking, railing, trim, siding, cladding, pergolas and cabanas and accessories, inspires consumers to design outdoor spaces tailored to their unique lifestyle needs. In addition to our leading suite of outdoor living products, we sell a broad range of highly engineered products that are sold in commercial markets, including partitions, lockers and storage solutions. One of our core values is to “always do the right thing”. In furtherance of that value, we are focused on sustainability across our operations and have adopted strategies to enable us to meet the growing demand for environmentally-friendly products.

We report our results in two segments: Residential and Commercial. In our Residential segment, our primary consumer brands, TimberTech and AZEK, are recognized by contractors and consumers for their premium aesthetics, uncompromising quality and performance, and diversity of style and design options. Prior to our divestiture of our Vycom business on November 1, 2023, our Commercial segment manufactured engineered sheet products and high-quality bathroom partitions and lockers. Following the divestiture of our Vycom business, our Commercial segment will continue to manufacture high-quality bathroom partitions and lockers. Over our history we have developed a reputation as a leading innovator in our markets by leveraging our differentiated manufacturing capabilities, material science expertise and product management proficiency to consistently introduce new products into the market. This long-standing commitment has been critical to our ability to stay at the forefront of evolving industry trends and consumer demands, which in turn has allowed us to become a market leader across our core product categories.

Economic Environment; Global Events

Our business and financial performance may be affected by the macroeconomic and geopolitical environment, including increased inflation, elevated rising interest rates and geopolitical conflicts. For example, elevated interest rates and inflation levels may negatively impact the ability of consumers to purchase our products and may increase our raw material costs. Our business, financial condition and results of operations could be adversely affected if we are not able to pass any associated costs on to our customers or otherwise mitigate the impact of these pressures on us or our consumers. In addition, our business may be impacted by the direct and indirect effects of geopolitical conflicts, including possible disruptions to global supply chains generally and our supply chain in particular and an increased threat of cyberattacks against U.S. companies, which could pose risks to the security of our information technology systems, as well as the confidentiality, availability and integrity of our or our customers’ data.

We are unable to fully predict the impact that the above events and conditions will have on the global economy, our industry or our business, financial condition, results of operations or cash flows. See also Part I, Item 3 “Quantitative and Qualitative Disclosures About Market Risk” of this Amendment and Part 1, Item 1A “Risk Factors” of our Amended 2023 Form 10-K/A.

Recent Divestiture

On November 1, 2023, we completed the sale of our Vycom business within the Commercial segment for net proceeds of approximately $133.1 million. The divestiture allows us to focus on the highest value portions of its business and provides additional cash to finance its capital allocation priorities. We recognized a pre-tax gain on sale of $38.5 million during the three months ended December 31, 2023.

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Results of Operations (As Restated)

Three Months Ended December 31, 2023 Compared to Three Months Ended December 31, 2022

The following table summarizes certain financial information relating to our operating results that have been derived from our unaudited Consolidated Financial Statements for the three months ended December 31, 2023 and 2022.

	Three Months Ended December 31,
(U.S. dollars in thousands)	2023			2022			$ Variance			% Variance
	(As Restated)			(As Restated)
Net sales	$	240,444		$	216,259		$	24,185			11.2	%
Cost of sales		149,794			174,072			(24,278	)		(13.9	)%
Gross profit		90,650			42,187			48,463			114.9	%
Selling, general and administrative expenses		77,246			73,510			3,736			5.1	%
Loss (gain) on disposal of property, plant and equipment		2,185			(66	)		2,251			3410.6	%
Operating income (loss)		11,219			(31,257	)		42,476			135.9	%
Interest expense, net		7,910			9,299			(1,389	)		(14.9	)%
Gain on sale of business		(38,515	)		—			(38,515	)	N/M%
Income tax expense (benefit)		16,676			(10,821	)		27,497			254.1	%
Net income (loss)	$	25,148		$	(29,735	)	$	54,883			184.6	%

“N/M” indicates the variance as a percentage is not meaningful.

Net Sales

Net sales for the three months ended December 31, 2023 increased by $24.2 million, or 11.2%, to $240.4 million from $216.3 million for the three months ended December 31, 2022. The increase was primarily due to an increase in volume in our Residential segment attributable to key growth initiatives driving demand for AZEK products, partially offset by the sale of our Vycom business in our Commercial segment. Net sales for the three months ended December 31, 2023 increased for our Residential segment by 24.2% and decreased for our Commercial segment by 52.6%, respectively, as compared to the prior year period.

Cost of Sales (As Restated)

Cost of sales for the three months ended December 31, 2023 decreased by $24.3 million, or 13.9%, to $149.8 million from $174.1 million for the three months ended December 31, 2022 primarily due to lower raw material costs driven by certain commodity deflation and higher utilization of manufacturing capacity.

Gross Profit (As Restated)

Gross profit for the three months ended December 31, 2023 increased by $48.5 million, or 114.9%, to $90.7 million from $42.2 million for the three months ended December 31, 2022. The increase in gross profit was primarily driven by higher net sales, lower raw material costs and higher plant utilization. Gross profit as a percent of net sales increased to 37.7% for the three months ended December 31, 2023 compared to 19.5% for the three months ended December 31, 2022.

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased by $3.7 million, or 5.1%, to $77.2 million, or 32.1% of net sales, for the three months ended December 31, 2023 from $73.5 million, or 34.0% of net sales, for the three months ended December 31, 2022. The increase was primarily due to higher stock-based compensation and marketing and selling costs, partially offset by lower personnel costs.

Loss (Gain) on Disposal of Property, Plant and Equipment

Loss (gain) on disposal of property, plant and equipment increased by $2.3 million to a loss of $2.2 million in the three months ended December 31, 2023 compared to a gain of $0.1 million, primarily related to the removal of dispensable equipment resulting from a modification of our manufacturing process.

Interest Expense, net

Interest expense, net, decreased by $1.4 million, or 14.9%, to $7.9 million for the three months ended December 31, 2023 from $9.3 million for the three months ended December 31, 2022. Interest expense, net decreased due to interest income, partially offset by

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a higher interest rate on outstanding debt during the three months ended December 31, 2023, when compared to the three months ended December 31, 2022.

Gain On Sale Of Business

Gain on sale of business was $38.5 million during the three months ended December 31, 2023, which related to the divestiture of our Vycom business within the Commercial segment.

Income Tax Expense (Benefit) (As Restated)

Income tax expense increased by $27.5 million to $16.7 million for the three months ended December 31, 2023 compared to income tax benefit of $10.8 million for the three months ended December 31, 2022. The increase in our income tax expense was primarily driven by our higher pre-tax income as well as the gain from the sale of our Vycom business.

Net Income (Loss) (As Restated)

Net income increased by $54.9 million to $25.1 million for the three months ended December 31, 2023 compared to net loss of $29.7 million for the three months ended December 31, 2022, due to the factors described above.

Segment Results of Operations

We report our results in two segments: Residential and Commercial. The key segment measures used by our chief operating decision maker in deciding how to evaluate performance and allocate resources to each of the segments are Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin. Depending on certain circumstances, Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin may be calculated differently, from time to time, than our Adjusted EBITDA and Adjusted EBITDA Margin, which are further discussed under the heading “Non-GAAP Financial Measures.” Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin represent measures of segment profit reported to our chief operating decision maker for the purpose of making decisions about allocating resources to a segment and assessing its performance and are determined as disclosed in our Condensed Consolidated Financial Statements included elsewhere in this Amendment consistent with the requirements of the Financial Accounting Standards Board’s, or FASB, Accounting Standards Codification, or ASC 280, Segment Reporting. We define Segment Adjusted EBITDA as a segment’s net income (loss) before income tax (benefit) expense and by adding to or subtracting therefrom interest expense, net, depreciation and amortization, share-based compensation costs, asset impairment and inventory revaluation costs, business transformation costs, capital structure transaction costs, acquisition costs, initial public offering costs and certain other costs. Segment Adjusted EBITDA Margin is equal to a segment’s Segment Adjusted EBITDA divided by such segment’s net sales.

Residential

The following table summarizes certain financial information relating to the Residential segment results that have been derived from our unaudited Condensed Consolidated Financial Statements for the three months ended December 31, 2023 and 2022.

	Three Months Ended December 31,
(U.S. dollars in thousands)	2023			2022			$ Variance		% Variance
	(As Restated)			(As Restated)
Net sales	$	223,000		$	179,484		$	43,516		24.2	%
Segment Adjusted EBITDA (1)		51,979			3,754			48,225		1284.6	%
Segment Adjusted EBITDA Margin		23.3	%		2.1	%	N/A		N/A

(1)Effective as of December 31, 2023, Residential segment Adjusted EBITDA includes all corporate expenses, such as selling, general and administrative costs related to our corporate offices, including payroll and other professional fees. The prior period has been recast to reflect the change.

Net Sales

Net sales for the three months ended December 31, 2023 increased by $43.5 million, or 24.2%, to $223.0 million from $179.5 million for the three months ended December 31, 2022. The increase was attributable to higher net sales related to our Deck, Rail & Accessories and our Exteriors businesses.

Segment Adjusted EBITDA (As Restated)

Segment Adjusted EBITDA for the three months ended December 31, 2023 increased by $48.2 million, or 1284.6%, to $52.0 million from $3.8 million for the three months ended December 31, 2022. The increase was mainly driven by higher net sales, lower raw material costs and higher plant utilization, partially offset by higher marketing and selling expenses.

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Commercial

The following table summarizes certain financial information relating to the Commercial segment results that have been derived from our unaudited Condensed Consolidated Financial Statements for the three months ended December 31, 2023 and 2022.

	Three Months Ended December 31,
(U.S. dollars in thousands)	2023			2022			$ Variance			% Variance
Net sales	$	17,444		$	36,775		$	(19,331	)		(52.6	)%
Segment Adjusted EBITDA		2,905			5,154			(2,249	)		(43.6	)%
Segment Adjusted EBITDA Margin		16.7	%		14.0	%	N/A			N/A

Net Sales

Net sales for the three months ended December 31, 2023 decreased by $19.3 million, or 52.6%, to $17.4 million from $36.8 million for the three months ended December 31, 2022, primarily due to the sale of our Vycom business. Vycom net sales were $3.3 million for the three months ended December 31, 2023 (prior to its divestiture on November 1, 2023) compared to $21.7 million for the three months ended December 31, 2022.

Segment Adjusted EBITDA

Segment Adjusted EBITDA of the Commercial segment was $2.9 million for the three months ended December 31, 2023, compared to $5.2 million for the three months ended December 31, 2022. The decrease was primarily driven by lower net sales due to the sale of our Vycom business, partially offset by lower material costs.

Non-GAAP Financial Measures

To supplement our Condensed Consolidated Financial Statements prepared and presented in accordance with generally accepted accounting principles in the United States, or GAAP, we use certain non-GAAP performance financial measures, as described below, to provide investors with additional useful information about our financial performance, to enhance the overall understanding of our past performance and future prospects and to allow for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We are presenting these non-GAAP financial measures to assist investors in seeing our financial performance from management’s view and because we believe they provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry. Our GAAP financial results include significant expenses that may not be indicative of our ongoing operations as detailed in the tables below.

However, non-GAAP financial measures have limitations in their usefulness to investors because they have no standardized meaning prescribed by GAAP and are not prepared under any comprehensive set of accounting rules or principles. In addition, non-GAAP financial measures may be calculated differently from, and therefore may not be directly comparable to, similarly titled measures used by other companies. As a result, non-GAAP financial measures should be viewed as supplementing, and not as an alternative or substitute for, our Condensed Consolidated Financial Statements prepared and presented in accordance with GAAP.

	Three Months Ended December 31,
(U.S. dollars in thousands, except per share amounts)	2023			2022
	(As Restated)			(As Restated)
GAAP Financial Measures:
Gross Profit	$	90,650		$	42,187
Gross Profit Margin		37.7	%		19.5	%
Net Income (Loss)	$	25,148		$	(29,735	)
Net Income (Loss) Per Common Share - Diluted	$	0.17		$	(0.20	)
Net Profit Margin		10.5	%		(13.7	)%
Net Cash Provided By (Used In) Operating Activities	$	(16,288	)	$	6,409
Net Cash Provided By (Used In) Investing Activities	$	115,530		$	(30,263	)
Net Cash Used In Financing Activities	$	(102,797	)	$	(10,098	)

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	Three Months Ended December 31,
(U.S. dollars in thousands, except per share amounts)	2023			2022
	(As Restated)			(As Restated)
Non-GAAP Financial Measures:
Adjusted Gross Profit	$	94,519		$	46,793
Adjusted Gross Profit Margin		39.3	%		21.6	%
Adjusted Net Income (Loss)	$	15,031		$	(17,751	)
Adjusted Diluted EPS	$	0.10		$	(0.12	)
Adjusted EBITDA	$	54,884		$	8,908
Adjusted EBITDA Margin		22.8	%		4.1	%
Free Cash Flow	$	(33,969	)	$	(23,919	)

Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted Net Income, Adjusted Diluted EPS, Adjusted EBITDA, Adjusted EBITDA Margin and Free Cash Flow

Beginning for the three months ended December 31, 2023, we define Adjusted Gross Profit as gross profit before amortization, business transformation costs, acquisition costs and certain other costs as described below. Prior to the three months ended December 31, 2023, depreciation was also excluded from Adjusted Gross Profit. We believe that including depreciation expense in our Adjusted Gross Profit definition will result in easier comparability to our peers. Adjusted Gross Profit Margin is equal to Adjusted Gross Profit divided by net sales. Presentations of Adjusted Gross Profit and Adjusted Gross Profit Margin for prior periods have been recast to conform to the current period presentation for comparability. We define Adjusted Net Income as net income (loss) before amortization, stock-based compensation costs, business transformation costs, acquisition costs, initial public offering and secondary offering costs, capital structure transaction costs and certain other costs as described below. We define Adjusted Diluted EPS as Adjusted Net Income divided by weighted average common shares outstanding—diluted, to reflect the conversion or exercise, as applicable, of all outstanding shares of restricted stock awards, restricted stock units and options to purchase shares of our common stock. We define Adjusted EBITDA as net income (loss) before interest expense, net, income tax (benefit) expense and depreciation and amortization and by adding to or subtracting therefrom items of expense and income as described below. Adjusted EBITDA Margin is equal to Adjusted EBITDA divided by net sales. We believe Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted Net Income, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin are useful to investors because they help identify underlying trends in our business that could otherwise be masked by certain expenses that can vary from company to company depending on, among other things, its financing, capital structure and the method by which its assets were acquired, and can also vary significantly from period to period. For example, we add back amortization and certain stock-based compensation costs when calculating Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted Net Income and Adjusted Diluted EPS because we do not consider them indicative of our core operating performance. We believe their exclusion, and the exclusion of certain other expenses as described herein, facilitates comparisons of our operating performance on a period-to-period basis. Therefore, we believe that showing gross profit and net income, as adjusted to remove the impact of these expenses, is helpful to investors in assessing our gross profit and net income performance in a way that is similar to the way management assesses our performance. Additionally, EBITDA and EBITDA margin are common measures of operating performance in our industry, and we believe they facilitate operating comparisons. Our management also uses Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted EBITDA and Adjusted EBITDA Margin in conjunction with other GAAP financial measures for planning purposes, including as a measure of our core operating results and the effectiveness of our business strategy, and in evaluating our financial performance.

Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted Net Income, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

•These measures do not reflect our cash expenditures, future requirements for capital expenditures or contractual commitments;

•These measures do not reflect changes in, or cash requirements for, our working capital needs;

•Adjusted EBITDA and Adjusted EBITDA Margin do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on our debt;

•Adjusted EBITDA and Adjusted EBITDA Margin do not reflect our income tax expense or the cash requirements to pay our taxes;

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•Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted Net Income, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin exclude the expense of amortization of our assets, and Adjusted EBITDA and Adjusted EBITDA Margin also exclude the expense of depreciation of our assets, and, although these are non-cash expenses, the assets being depreciated or amortized may have to be replaced in the future;

•Adjusted Net Income, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin exclude the expense associated with our equity compensation plan, although equity compensation has been, and will continue to be, an important part of our compensation strategy;

•Adjusted Gross Profit, Adjusted Net Income, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin exclude certain business transformation costs, acquisition costs and other costs, each of which can affect our current and future cash requirements; and

•Other companies in our industry may calculate Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted Net Income, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin differently than we do, limiting their usefulness as comparative measures.

Because of these limitations, none of these metrics should be considered indicative of discretionary cash available to us to invest in the growth of our business or as measures of cash that will be available to us to meet our obligations.

In addition, we provide Free Cash Flow, which is a non-GAAP financial measure that we define as net cash provided by (used in) operating activities less purchases of property, plant and equipment. We believe Free Cash Flow is useful to investors as an important liquidity measure of the cash that is available to us after capital expenditures. Free Cash Flow is used by our management as a measure of our ability to generate and use cash, including in order to invest in future growth, fund acquisitions, return capital to our stockholders and repay indebtedness. Our use of Free Cash Flow has limitations as an analytical tool and should not be considered in isolation or as a substitute for an analysis of our results under GAAP. Some of these limitations are:

•Free Cash Flow is not a substitute for net cash provided by (used in) operating activities, including because our capital expenditures as a manufacturing company can be significant and can vary from period to period;

•Free Cash Flow does not reflect our future contractual commitments or mandatory debt repayments and accordingly does not represent residual cash flow available for discretionary expenditures or the total increase or decrease in our cash balance for a given period; and

•Other companies in our industry may calculate Free Cash Flow differently than we do, limiting its usefulness as a comparative measure.

The following table presents reconciliations of the most comparable financial measures calculated in accordance with GAAP to these non-GAAP financial measures for the periods indicated:

Adjusted Gross Profit and Adjusted Gross Profit Margin Reconciliation

	Three Months Ended December 31,
(U.S. dollars in thousands)	2023		2022
	(As Restated)		(As Restated)
Gross Profit	$	90,650	$	42,187
Amortization (1)		3,869		4,606
Adjusted Gross Profit	$	94,519	$	46,793

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Gross Profit Margin		37.7	%		19.5	%
Amortization		1.6	%		2.1	%
Adjusted Gross Profit Margin		39.3	%		21.6	%

(1)Effective as of December 31, 2023, we revised the definition of Adjusted Gross Profit to no longer exclude depreciation expense. The prior period has been recast to reflect the change.

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Adjusted Net Income and Adjusted Diluted EPS Reconciliation

	Three Months Ended December 31,
(U.S. dollars in thousands, except per share amounts)	2023			2022
	(As Restated)			(As Restated)
Net income (loss)	$	25,148		$	(29,735	)
Amortization		10,164			11,837
Stock-based compensation costs (1)		2,925			1,259
Acquisition and divestiture costs (2)		492			2,954
Gain on sale of business (3)		(38,515	)		—
Other costs (4)		2,768			214
Tax impact of adjustments (5)		12,049			(4,280	)
Adjusted Net Income (Loss)	$	15,031		$	(17,751	)

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Net income (loss)	$	0.17		$	(0.20	)
Amortization		0.07			0.08
Stock-based compensation costs		0.02			0.01
Acquisition and divestiture costs		—			0.02
Gain on sale of business		(0.26	)		—
Other costs		0.02			—
Tax impact of adjustments		0.08			(0.03	)
Adjusted Diluted EPS (6)	$	0.10		$	(0.12	)

(1)Stock-based compensation costs reflect expenses related to our initial public offering. Expenses related to our recurring awards granted each fiscal year are excluded from the Adjusted Net Income reconciliation.

(2)Acquisition and divestiture costs reflect costs related to divestiture of $0.5 million for both the three months ended December 31, 2023 and 2022, respectively, and costs directly related to completed acquisitions of $2.4 million in the three months ended December 31, 2022.

(3)Gain on sale of business relates to the sale of the Vycom business.

(4)Other costs reflect costs related to the removal of dispensable equipment resulting from a modification of our manufacturing process of $2.4 million in the three months ended December 31, 2023, reduction in workforce costs of $0.3 million in the three months ended December 31, 2023, and costs for legal expenses of $0.1 million and $0.2 million in the three months ended December 31, 2023 and 2022, respectively.

(5)Tax impact of adjustments, except for gain on sale of business, are based on applying a combined U.S. federal and state statutory tax rate of 26.5% for the three months ended December 31, 2023 and 2022, respectively. Tax impact of adjustment for gain on sale of business is based on applying a combined U.S. federal and state statutory tax rate of 42.1% for the three months ended December 31, 2023.

(6)Weighted average common shares outstanding used in computing diluted net income per common share of 148,876,282 and 150,877,635 for the three months ended December 31, 2023 and 2022, respectively.

Adjusted EBITDA and Adjusted EBITDA Margin Reconciliation

	Three Months Ended December 31,
(U.S. dollars in thousands)	2023			2022
	(As Restated)			(As Restated)
Net income (loss)	$	25,148		$	(29,735	)
Interest expense, net		7,910			9,299
Depreciation and amortization		31,937			33,040
Income tax expense (benefit)		16,676			(10,821	)
Stock-based compensation costs		8,468			3,957
Acquisition and divestiture costs (1)		492			2,954
Gain on sale of business (2)		(38,515	)		—
Other costs (3)		2,768			214
Total adjustments		29,736			38,643
Adjusted EBITDA	$	54,884		$	8,908

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	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Net profit margin		10.5	%		(13.7	)%
Interest expense, net		3.3	%		4.3	%
Depreciation and amortization		13.3	%		15.4	%
Income tax expense (benefit)		6.9	%		(5.0	)%
Stock-based compensation costs		3.5	%		1.8	%
Acquisition and divestiture costs		0.2	%		1.3	%
Gain on sale of business		(16.0	)%		0.0	%
Other costs		1.2	%		0.1	%
Total adjustments		12.4	%		17.9	%
Adjusted EBITDA Margin		22.8	%		4.1	%

(1)Acquisition and divestiture costs reflect costs related to divestiture of $0.5 million for both the three months ended December 31, 2023 and 2022, respectively, and costs directly related to completed acquisitions of $2.4 million in the three months ended December 31, 2022.

(2)Gain on sale of business relates to the sale of the Vycom business.

(3)Other costs reflect costs related to the removal of dispensable equipment resulting from a modification of our manufacturing process of $2.4 million in the three months ended December 31, 2023, reduction in workforce costs of $0.3 million in the three months ended December 31, 2023, and costs for legal expenses of $0.1 million and $0.2 million in the three months ended December 31, 2023 and 2022, respectively.

Free Cash Flow Reconciliation

	Three Months Ended December 31,
(U.S. dollars in thousands)	2023			2022
Net cash provided by (used in) operating activities	$	(16,288	)	$	6,409
Less: Purchases of property, plant and equipment		(17,681	)		(30,328	)
Free Cash Flow	$	(33,969	)	$	(23,919	)
Net cash provided by (used in) investing activities	$	115,530		$	(30,263	)
Net cash used in financing activities	$	(102,797	)	$	(10,098	)

Liquidity and Capital Resources

Liquidity Outlook

Our primary cash needs are to fund operations, working capital, capital expenditures, debt service, share repurchases and any acquisitions we may undertake. As of December 31, 2023, we had cash and cash equivalents of $274.8 million and total indebtedness of $592.5 million. The AZEK Group LLC (f/k/a CPG International LLC), our direct, wholly owned subsidiary, had approximately $147.8 million available under the borrowing base for future borrowings as of December 31, 2023. The AZEK Group LLC also has the option to increase the commitments under the Revolving Credit Facility by up to $100.0 million, subject to certain conditions.

We believe we will have adequate liquidity over the next 12 months to operate our business and to meet our cash requirements as a result of cash flows from operating activities, available cash balances and availability under our Revolving Credit Facility after consideration of our debt service and other cash requirements. In the longer term, our liquidity will depend on many factors, including our results of operations, our future growth, the timing and extent of our expenditures to develop new products and improve our manufacturing capabilities, the expansion of our sales and marketing activities and the extent to which we make acquisitions. Changes in our operating plans, material changes in anticipated sales, increased expenses, acquisitions or other events may cause us to seek additional equity and/or debt financing in future periods.

Holding Company Status

We are a holding company and do not conduct any business operations of our own. As a result, we are largely dependent upon cash dividends and distributions and other transfers from our subsidiaries to meet our obligations. The agreements governing the indebtedness of our subsidiaries impose restrictions on our subsidiaries’ ability to pay dividends or make other distributions to us.

The AZEK Group LLC is party to the Revolving Credit Facility and the Term Loan Agreement, or, together, the Senior Secured Credit Facilities. The obligations under the Senior Secured Credit Facilities are secured by specified assets. The obligations under the Senior Secured Credit Facilities are guaranteed by us and the wholly owned domestic subsidiaries of The AZEK Group LLC other than certain immaterial subsidiaries and other excluded subsidiaries.

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The Senior Secured Credit Facilities contain covenants restricting payments of dividends by The AZEK Group LLC unless certain conditions, as provided in the Senior Secured Credit Facilities, are met. The covenants under our Senior Secured Credit Facilities provide for certain exceptions for specific types of payments. However, other than restricted payments under the specified exceptions, the covenants under our Term Loan Agreement generally prohibit the payment of dividends unless the Total Net Leverage Ratio (as defined in the Term Loan Agreement) of The AZEK Group LLC, on a pro forma basis, is no greater than 4.25:1.00 and no event of default has occurred and is occurring.

Since our and our subsidiaries’ restricted net assets exceed 25% of our consolidated net assets, in accordance with Rule 12-04, Schedule 1 of Regulation S-X, refer to our Condensed Consolidated Financial Statements included elsewhere in this Amendment for condensed parent company financial statements of the Company.

Cash Sources

We have historically relied on cash flows from operations generated by The AZEK Group LLC, borrowings under the credit facilities, issuances of notes and other forms of debt financing and capital contributions to fund our cash needs.

On September 30, 2013, our subsidiary, The AZEK Group LLC (as successor-in-interest to CPG Merger Sub LLC, a limited liability company formed to effect the acquisition of The AZEK Group LLC), and the lenders party thereto entered into the Revolving Credit Facility. On March 9, 2017, the Revolving Credit Facility was amended and restated to provide for maximum aggregate borrowings of up to $150.0 million, subject to an asset-based borrowing base. The borrowing base is limited to a specified percentage of eligible accounts receivable and inventory, less reserves that may be established by the Revolver Administrative Agent in the exercise of its reasonable credit judgment. As of December 31, 2023 and September 30, 2023, The AZEK Group LLC had no outstanding borrowings under the Revolving Credit Facility and had $2.2 million and $2.8 million of outstanding letters of credit held against the Revolving Credit Facility, respectively. As of both December 31, 2023 and September 30, 2023, The AZEK Group LLC had approximately $147.8 million and $147.2 million, respectively available under the borrowing base for future borrowings in addition to cash and cash equivalents on hand of $274.8 million and $278.3 million, respectively. As our borrowing capacity under the Revolving Credit Facility depends, in part, on inventory, accounts receivable and other assets that fluctuate from time to time, the amount available under the borrowing base may not reflect actual borrowing capacity under the Revolving Credit Facility.

Cash Uses

Our principal cash requirements have included working capital, capital expenditures, payments of principal and interest on our debt, share repurchases, and, if market conditions warrant, making selected acquisitions. We may elect to use cash from operations, debt proceeds, equity or a combination thereof to finance future acquisition opportunities.

The table below details the total operating, investing and financing activity cash flows for the three months ended December 31, 2023 and 2022.

Cash Flows

	Three Months Ended December 31,
(U.S. dollars in thousands)	2023			2022			$ Variance			% Variance
Net cash provided by (used in) operating activities	$	(16,288	)	$	6,409		$	(22,697	)		(354.1	)%
Net cash provided by (used in) investing activities		115,530			(30,263	)		145,793			481.8	%
Net cash used in financing activities		(102,797	)		(10,098	)		(92,699	)		(918.0	)%
Net decrease in cash	$	(3,555	)	$	(33,952	)	$	30,397			89.5	%

Operating Activities

Net cash provided by (used in) operating activities was $(16.3) million and $6.4 million for the three months ended December 31, 2023 and 2022, respectively. The $22.7 million increase in cash used in operating activities is primarily related to the increase in inventory, partially offset by increased profitability due to higher net sales and lower raw material costs.

Investing Activities

Net cash provided by (used in) investing activities was $115.5 million and $(30.3) million for the three months ended December 31, 2023 and 2022, respectively. Net cash provided by investing activities for the three months ended December 31, 2023 primarily consisted of $(17.8) million for purchases of property, plant and equipment in the normal course of business and $133.1 million net proceeds from the sale of the Vycom business, while net cash used in investing activities for the three months ended December 31, 2022 consisted of $(30.3) million for purchases of property, plant and equipment in the normal course of business.

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Financing Activities

Net cash used in financing activities was $102.8 million and $10.1 million for the three months ended December 31, 2023 and 2022, respectively. Net cash used in financing activities for the three months ended December 31, 2023 primarily consisted of $100.0 million of treasury stock repurchases and $1.5 million of debt principal payments, while net cash used in financing activities for the three months ended December 31, 2022 primarily consisted of $7.5 million of treasury stock repurchases and $1.5 million of debt principal payments.

Share Repurchase Program

On May 5, 2022, the Board of Directors authorized us to repurchase up to $400 million of our Class A common stock. The program allows us to repurchase our shares opportunistically from time to time. Purchases may be effected through one or more open market transactions, privately negotiated transactions, transactions structured through investment banking institutions, accelerated share repurchases or tender offers, some of which may be effected through Rule 10b5-1 plans, or a combination of the foregoing. The timing of repurchases will depend upon several factors, including market and business conditions, and repurchases may be discontinued at any time.

On December 4, 2023, we entered into a $100 million accelerated share repurchase agreement, or the “ASR” with Goldman Sachs & Co. LLC, or “Goldman Sachs”. Goldman Sachs delivered 2,291,607 initial shares to us on December 6, 2023, based on the closing price of the Company’s Class A common stock of $34.91 on December 4, 2023. The total value of the initial shares represents 80% of the $100 million ASR. The final settlement will be based on the volume-weighted average price of our Class A common stock over the repurchase period, subject to certain adjustments. We expect to settle the ASR in the second quarter of fiscal year 2024.

During the three months ended December 31, 2022, we repurchased 352,760 shares of its Class A common stock on the open market at an average price of $21.23 per share, totaling an approximately $7.5 million reacquisition cost.

On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”), that includes, among other provisions, a one percent excise tax on net repurchases of stock after December 31, 2022. For the three months ended December 31, 2023, we recognized $0.8 million excise tax as reacquisition cost of share repurchases.

As of December 31, 2023, we had approximately $101.1 million available for repurchases under the Share Repurchase Program.

See Note 13 in the Notes to Condensed Consolidated Financial Statements for additional information.

Revolving Credit Facility

On January 26, 2023, The AZEK Group LLC amended the Revolving Credit Facility, replacing all LIBOR-based provisions with provisions reflecting the Secured Overnight Financing Rate, or SOFR, including, without limitation, the use of a new Adjusted Term SOFR benchmark rate equal to Term SOFR (as defined in the Revolving Credit Agreement) plus 0.10%.

The Revolving Credit Facility provides for maximum aggregate borrowings of up to $150.0 million, subject to an asset-based borrowing base. As of December 31, 2023, outstanding revolving loans under the Revolving Credit Facility bore interest at a rate which equaled, at our option, either (i) for alternative base rate, or ABR, borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the Adjusted Term SOFR, as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points based on average historical availability, or (ii) for SOFR borrowings, the Adjusted Term SOFR plus a spread of 125 to 175 basis points, based on average historical availability. The maturity of the Revolving Credit Facility is the earlier of March 31, 2026 and the date that is 91 days prior to the maturity of the Term Loan Agreement or any permitted refinancing thereof.

A “commitment fee” accrues on any unused portion of the revolving commitments under the Revolving Credit Facility during the preceding three calendar month period. If the average daily used percentage is greater than 50%, the commitment fee equals 25 basis points, and if the average daily used percentage is less than or equal to 50%, the commitment fee equals 37.5 basis points.

The obligations under the Revolving Credit Facility are secured by a first priority security interest in certain assets, including substantially all of the accounts receivable, inventory, deposit accounts, securities accounts and cash assets of the Company, The AZEK Group LLC and the subsidiaries of The AZEK Group LLC that are guarantors under the Revolving Credit Facility, and the proceeds thereof (subject to certain exceptions), or the Revolver Priority Collateral, plus a second priority security interest in all of the Term Loan Priority Collateral (as defined below). The obligations under the Revolving Credit Facility are guaranteed by us and the wholly owned domestic subsidiaries of The AZEK Group LLC other than certain immaterial subsidiaries and other excluded subsidiaries.

Revolving loans under the Revolving Credit Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty. The AZEK Group LLC is also required to make mandatory prepayments (i) when aggregate borrowings exceed commitments or the applicable borrowing base and (ii) during “cash dominion,” which occurs if (a) the availability under the

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Revolving Credit Facility is less than the greater of (i) $12.5 million and (ii) 10% of the lesser of (x) $150.0 million and (y) the borrowing base, for five consecutive business days or (b) certain events of default have occurred and are continuing.

The Revolving Credit Facility contains affirmative covenants that are customary for financings of this type, including allowing the Revolver Administrative Agent to perform periodic field exams and appraisals to evaluate the borrowing base. The Revolving Credit Facility contains various negative covenants, including limitations on, subject to certain exceptions, the incurrence of indebtedness, the incurrence of liens, dispositions, investments, acquisitions, restricted payments, transactions with affiliates, as well as other negative covenants customary for financings of this type. The Revolving Credit Facility also includes a financial maintenance covenant, applicable only when the excess availability is less than the greater of (i) 10% of the lesser of the aggregate commitments under the Revolving Credit Facility and the borrowing base, and (ii) $12.5 million. In such circumstances, we would be required to maintain a minimum fixed charge coverage ratio (as defined in the Revolving Credit Facility) for the trailing four quarters equal to at least 1.0 to 1.0; subject to our ability to make an equity cure (no more than twice in any four quarter period and up to five times over the life of the facility). As of December 31, 2023 and September 30, 2023, The AZEK Group LLC was in compliance with the financial and nonfinancial covenants imposed by the Revolving Credit Facility. The Revolving Credit Facility also includes customary events of default, including the occurrence of a change of control.

We also have the option to increase the commitments under the Revolving Credit Facility by up to $100.0 million, subject to certain conditions.

Term Loan Agreement

The Term Loan Agreement is a first lien term loan and will mature on April 28, 2029, subject to acceleration or prepayment. The Term Loan Agreement will amortize in equal quarterly installments of 0.25% of the aggregate principal amount of the loans outstanding, subject to reduction for certain prepayments.

The obligations under the Term Loan Agreement are secured by a first priority security interest in the membership interests of The AZEK Group LLC owned by us, the equity interests of The AZEK Group LLC’s domestic subsidiaries, other than certain immaterial subsidiaries and other excluded subsidiaries, and all remaining assets not constituting Revolver Priority Collateral (subject to certain exceptions) of the Company, The AZEK Group LLC and the subsidiaries of The AZEK Group LLC that are guarantors under the Term Loan Agreement, and a second priority security interest in the Revolver Priority Collateral. The obligations under the Term Loan Agreement are guaranteed by us and the wholly owned domestic subsidiaries of The AZEK Group LLC other than certain immaterial subsidiaries and other excluded subsidiaries.

The interest rate applicable to the outstanding principal under the Term Loan Agreement equals, at our option, (i) in the case of alternative base rate borrowings, the highest of (a) the Federal Funds Rate (as defined in the Term Loan Agreement) plus 0.50%, (b) the Prime Rate (as defined in the Term Loan Agreement) as in effect on such day and (c) the one-month Term SOFR (as defined in the Term Loan Agreement) plus 1.00% per annum, provided that in no event will the alternative base rate be less than 1.50% per annum, plus an applicable margin of 1.50% and (ii) in the case of SOFR borrowings, Term SOFR for the applicable interest period, plus an applicable margin of 2.50%.

Loans under the Term Loan Agreement may be voluntarily prepaid in whole, or in part, in each case without premium or penalty, subject to certain customary conditions. The Term Loan Agreement also requires mandatory prepayments of loans under the Term Loan Agreement from the proceeds of certain debt issuances and certain asset dispositions (subject to certain reinvestment rights) and, commencing with the fiscal year ending September 30, 2023, a percentage of excess cash flow (subject to step-downs upon The AZEK Group LLC achieving certain leverage ratios and other reductions in connection with other debt prepayments).

The Term Loan Agreement contains affirmative covenants, negative covenants and events of default, which are broadly consistent with those in the Revolving Credit Facility (with certain differences consistent with the differences between a revolving loan and term loan) and that are customary for facilities of this type. The Term Loan Agreement does not have any financial maintenance covenants. The Term Loan Agreement also includes customary events of default, including the occurrence of a change of control.

We have the right to arrange for incremental term loans under the Credit Agreement in an amount that shall not exceed the sum of (i) the Fixed Incremental Amount, as defined in the Term Loan Agreement, and (ii) the Ratio Amount, as defined in the Term Loan Agreement.

Restrictions on Dividends

The Senior Secured Credit Facilities each restrict payments of dividends unless certain conditions, as provided in the Revolving Credit Facility or the Term Loan Agreement, as applicable, are met.

Contingent Commitments

We have contractual commitments for purchases of certain minimum quantities of raw materials at index-based prices, and non-cancelable capital and operating leases, outstanding letters of credit and fixed asset purchase commitments. For a description of our

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contractual obligations and commitments, see Notes 8 “Debt”, 10 “Leases” and 17 “Commitments and Contingencies” to our Condensed Consolidated Financial Statements included elsewhere in this Amendment.

Critical Accounting Policies and Estimates

Our unaudited Condensed Consolidated Financial Statements are prepared in accordance with U.S. GAAP. The preparation of these unaudited Condensed Consolidated Financial Statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses and related disclosures. We evaluate our estimates and assumptions on an ongoing basis. Our estimates are based on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates.

There have been no material changes to our critical accounting policies as compared to the critical accounting policies and significant judgments and estimates disclosed in our Amended 2023 Form 10-K/A, except as updated in Note 1A of our Condensed Consolidated Financial Statements in this Amendment.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280) : Improvements to Reportable Segment Disclosures. This standard requires all public entities that are subject to segment reporting requirements to disclose additional information, including significant segment expenses and other segment items on an annual and interim basis. It also requires the disclosure of the title and the position of the chief operating decision maker and how the reported measures are used for making business decisions. This standard is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We intend to adopt the updated standard during the fiscal year beginning October 1, 2024. We are currently evaluating the impact the adoption of this standard will have on our disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard expands the disclosure requirements primarily on the rate reconciliation and income tax paid. For public entities, this standard is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. We intend to adopt the updated standard during the fiscal year beginning October 1, 2025. We are currently evaluating the impact the adoption of this standard will have on our disclosures.

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Item 4. Controls and Procedures

Disclosure Controls and Procedures

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period covered by this report. Based on such evaluation, at the time our Original Form 10-Q was filed on February 7, 2024, our principal executive officer and principal financial officer concluded that, as of the end of such period, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and to provide reasonable assurance that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Subsequent to the original evaluation, management concluded that the material weaknesses in our internal control over financial reporting described in Part II, Item 9A of our Amended 2023 Form 10-K/A existed as of December 31, 2023. As a result, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this report.

Management’s Plan to Remediate the Material Weaknesses

As it relates to the material weaknesses that exist as of December 31, 2023, we are currently in the process of designing and implementing remediation plans and taking steps to address the root cause of the material weaknesses described above. Such plans include, but may not be limited to, the following:

•We have hired an external consultant to assist us in an evaluation of the design and implementation of certain internal controls impacted by the material weaknesses.

•We are enhancing controls, both within our information technology environment and business process controls, to establish and maintain appropriate segregation of duties.

•We will provide training over the execution and review of manual journal entry controls.

•We will provide additional training regarding prompt internal reporting of identified issues and concerns.

•We will provide technical accounting training to individuals involved in the process to reconcile inventory on a monthly basis.

•We will enhance the design of the inventory reconciliation controls to standardize the review to improve the reliability of information used by accounting personnel.

•We are enhancing our monitoring level controls to detect material and unusual variances in inventory account balances and cost of sales activity.

While we believe these efforts will improve our internal controls and address the root cause of the material weaknesses, such material weaknesses will not be remediated until our remediation plan has been fully implemented and we have concluded, through testing, that our controls are operating effectively for a sufficient period of time.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II

OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may be involved in litigation relating to claims arising out of our operations and businesses that cover a wide range of matters, including, among others, contract and employment claims, personal injury claims, product liability claims and warranty claims. Currently, there are no claims or proceedings against us that we believe will have a material adverse effect on our business, financial condition, results of operations or cash flows. However, the results of any current or future litigation cannot be predicted with certainty and, regardless of the outcome, we may incur significant costs and experience a diversion of management resources as a result of litigation.

Item 1A. Risk Factors.

There have been no material changes to the risk factors previously disclosed under the heading “Risk Factors” in our Amended 2023 Form 10-K/A. You should carefully consider the risk factors in our Amended 2023 Form 10-K/A and our other filings made with the SEC. You should be aware that such risk factors and other information may not describe every risk we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

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Item 6. Exhibits

				Incorporated by Reference
Exhibit No.	Description	Form	Exhibit		Filing Date	File No.
3.1	Second Restated Certificate of Incorporation of The AZEK Company Inc.	8-K	3.2		03/01/2023	001-39322
3.2	Amended and Restated Bylaws of The AZEK Company Inc.	8-K	3.3		03/10/2022	001-39322
4.2	Registration Rights Agreement, by and among The AZEK Company Inc. and the other parties named therein	10-Q	4.2		08/14/2020	001-39322
31.1	Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2	Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32.1	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.+
32.2	Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.+
101.INS	Inline XBRL Instance Document*
101.SCH	Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents*
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

* Filed herewith.

+ Furnished herewith. This certification is deemed furnished and not filed for purpose of Section 18 of the Exchange Act or otherwise subject to the liability of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.

45

SIGNATURE

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

		The AZEK Company Inc.
Date: June 14, 2024	By:		/s/ Peter Clifford
			Peter Clifford Senior Vice President and Chief Financial Officer (Principal Financial Officer)

46

EX-31.1

Exhibit 31.1

Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities and

Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Jesse Singh, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q/A of The AZEK Company Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 14, 2024	By:	/s/ Jesse Singh
		Jesse Singh
		Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities and

Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Peter Clifford, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q/A of The AZEK Company Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 14, 2024	By:	/s/ Peter Clifford
		Peter Clifford
		Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section

906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q/A of The AZEK Company Inc., (the “Company”) for the period ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: June 14, 2024	By:	/s/ Jesse Singh
		Jesse Singh
		Chief Executive Officer (Principal Executive Officer)

EX-32.2

Exhibit 32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section

906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q/A of The AZEK Company Inc., (the “Company”) for the period ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: June 14, 2024	By:	/s/ Peter Clifford
		Peter Clifford
		Chief Financial Officer (Principal Financial Officer)

XML

Cover Page - shares	3 Months Ended
	Dec. 31, 2023	May 31, 2024	Apr. 30, 2024
Document Information [Line Items]
Document Type	10-Q/A
Amendment Flag	true
Amendment Description	The AZEK Company Inc. (“we” or “AZEK” or the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (this “Amendment” or “Form 10-Q/A”) to amend and restate certain items in its Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023, originally filed with the Securities and Exchange Commission (the “SEC”) on February 7, 2024 (the “Original Form 10-Q”). In filing this Amendment, we are restating our previously issued unaudited Condensed Consolidated Financial Statements as of and for the quarterly periods ended December 31, 2023 and 2022 to account for the overstatement of inventory, understatement of cost of sales and other immaterial errors as further described below. In addition, we have filed an amendment to our Annual Report on Form 10-K for the fiscal year ended September 30, 2023 with the SEC on June 14, 2024 (such report, the Amended 2023 Form 10-K/A and, together with this Amendment, the “Amended Reports”), to account for the overstatements during the periods presented therein (such periods, together with the periods presented herein, the “Affected Periods”). All material restatement information will be included in the Amended Reports, and we do not intend to separately amend other filings that we have previously filed with the SEC.Accordingly, investors and other readers should rely only on the financial information and other disclosures regarding the periods described above in the Amended Reports and in any other future filings with the SEC (as applicable) and should not rely on any previously issued or filed reports, press releases, corporate presentations or similar communications relating to the Affected Periods described above.
Document Quarterly Report	true
Document Transition Report	false
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--09-30
Entity Registrant Name	AZEK Co Inc.
Entity Central Index Key	0001782754
Entity File Number	001-39322
Entity Tax Identification Number	90-1017663
Entity Interactive Data Current	Yes
Entity Current Reporting Status	No
Entity Shell Company	false
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Incorporation, State or Country Code	DE
Entity Emerging Growth Company	false
Entity Address, Address Line One	1330 W Fulton Street, Suite 350
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60607
City Area Code	877
Local Phone Number	275-2935
Title of 12(b) Security	Class A Common Stock, par value $0.001 per share
Trading Symbol	AZEK
Security Exchange Name	NYSE
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		145,518,785
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding			0

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2022
Current assets:
Cash and cash equivalents	$ 274,759	$ 278,314
Trade receivables, net of allowances	32,398	57,660
Inventories	235,278	195,600
Prepaid expenses	16,528	13,595
Other current assets	11,844	16,123
Total current assets	570,807	561,292
Property, plant and equipment - net	456,504	501,023
Goodwill	967,816	994,271
Intangible assets - net	183,604	199,497
Other assets	87,426	87,793
Total assets	2,266,157	2,343,876
Current liabilities:
Accounts payable	43,119	56,015
Accrued rebates	67,925	60,974	$ 54,600
Accrued interest	368	260
Current portion of long-term debt obligations	6,000	6,000
Accrued expenses and other liabilities	75,150	66,467
Total current liabilities	192,562	189,716
Deferred income taxes	50,296	59,509
Long-term debt—less current portion	579,111	580,265
Other non-current liabilities	104,784	104,073
Total liabilities	926,753	933,563
Commitments and contingencies (See Note 17)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively
Additional paid‑in capital	1,650,160	1,662,322
Accumulated deficit	(39,229)	(64,377)
Accumulated other comprehensive income (loss)	(1,217)	1,878	(1,796)
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively	(270,466)	(189,666)
Total stockholders' equity	1,339,404	1,410,313	$ 1,395,137	$ 1,430,707
Total liabilities and stockholders' equity	2,266,157	2,343,876
Common Class A [Member]
Stockholders' equity:
Common stock	$ 156	$ 156

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2023	Sep. 30, 2023
Preferred stock, par value per share	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares issued	156,341,203	155,967,736
Treasury stock, shares	10,560,030	8,268,423
Common Class A [Member]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	1,100,000,000	1,100,000,000
Common stock, shares issued	156,341,203	155,967,736
Common Class B [Member]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	0	100
Common stock, shares outstanding	0	100

XML

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net sales	$ 240,444	$ 216,259
Cost of sales	149,794	174,072
Gross profit	90,650	42,187
Selling, general and administrative expenses	77,246	73,510
Loss (gain) on disposal of property, plant and equipment	2,185	(66)
Operating income (loss)	11,219	(31,257)
Other income and expenses:
Interest expense, net	7,910	9,299
Gain on sale of business	(38,515)
Total other income and expenses	(30,605)	9,299
Income (loss) before income taxes	41,824	(40,556)
Income tax expense (benefit)	16,676	(10,821)
Net income (loss)	25,148	(29,735)
Other comprehensive income (loss):
Unrealized loss due to change in fair value of derivatives, net of tax	(3,095)	(1,796)
Total other comprehensive income (loss)	(3,095)	(1,796)
Comprehensive income (loss)	$ 22,053	$ (31,531)
Net income (loss) per common share:
Basic	$ 0.17	$ (0.2)
Diluted	$ 0.17	$ (0.2)
Weighted-average common shares outstanding:
Basic	147,297,662	150,877,635
Diluted	148,876,282	150,877,635

XML

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Common Class A [Member]	Common Class B [Member]	Common Stock [Member] Common Class A [Member]	Common Stock [Member] Common Class B [Member]	Treasury Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Income (Loss) [Member]
Beginning balance at Sep. 30, 2022	$ 1,430,707			$ 155		$ (73,088)	$ 1,630,378	$ (126,738)
Beginning balance (in shares) at Sep. 30, 2022				155,157,220	100	4,116,570
Net Income (Loss)	(29,735)							(29,735)
Other comprehensive income (loss)	(1,796)								$ (1,796)
Stock-based compensation	3,909						3,909
Cancellation of restricted stock awards (in shares)				(14,663)
Issuance of common stock under employee stock plan, net of shares withheld for taxes	(460)						(460)
Issuance of common stock under employee stock plan, net of shares withheld for taxes (in shares)				54,308
Treasury stock purchases	(7,488)					$ (7,488)
Treasury stock purchases (in shares)						352,760
Ending balance at Dec. 31, 2022	1,395,137			$ 155		$ (80,576)	1,633,827	(156,473)	(1,796)
Ending balance (in shares) at Dec. 31, 2022				155,196,865	100	4,469,330
Beginning balance at Sep. 30, 2023	$ 1,410,313			$ 156		$ (189,666)	1,662,322	(64,377)	1,878
Beginning balance (in shares) at Sep. 30, 2023	155,967,736	155,967,736	100	155,967,736	100	8,268,423
Net Income (Loss)	$ 25,148							25,148
Other comprehensive income (loss)	(3,095)								(3,095)
Stock-based compensation	8,422						8,422
Exercise of vested stock options	3,238						3,238
Exercise of vested stock options (in shares)				136,885
Issuance of common stock under employee stock plan, net of shares withheld for taxes	(3,822)						(3,822)
Issuance of common stock under employee stock plan, net of shares withheld for taxes (in shares)				236,482
Conversion of Class B common stock into Class A common stock (in shares)				100	(100)
Treasury stock purchases	(100,800)					$ (80,800)	(20,000)
Treasury stock purchases (in shares)						2,291,607
Ending balance at Dec. 31, 2023	$ 1,339,404			$ 156		$ (270,466)	$ 1,650,160	$ (39,229)	$ (1,217)
Ending balance (in shares) at Dec. 31, 2023	156,341,203	156,341,203	0	156,341,203	0	10,560,030

XML

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Operating activities:
Net Income (Loss)	$ 25,148	$ (29,735)
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities:
Depreciation	21,773	21,202
Amortization of intangibles	10,164	11,837
Non-cash interest expense	412	412
Non-cash lease expense	(48)	(56)
Deferred income tax (benefit) provision	(8,192)	1,504
Non-cash compensation expense	8,422	5,801
Fair value adjustment for contingent consideration		400
Loss on disposition of property, plant and equipment	2,185	(66)
Gain on sale of business	(38,515)
Changes in certain assets and liabilities:
Trade receivables	21,151	21,869
Inventories	(61,344)	(14,786)
Prepaid expenses and other currents assets	(1,920)	(18,204)
Accounts payable	(9,319)	13,029
Accrued expenses and interest	15,125	(7,831)
Other assets and liabilities	(1,330)	1,033
Net cash provided by (used in) operating activities	(16,288)	6,409
Investing activities:
Purchases of property, plant and equipment	(17,681)	(30,328)
Proceeds from disposition of fixed assets	122	65
Divestiture, net of cash disposed	133,089
Net cash provided by (used in) investing activities	115,530	(30,263)
Financing activities:
Payments on Term Loan Agreement	(1,500)	(1,500)
Repayments of finance lease obligations	(713)	(650)
Exercise of vested stock options	3,238
Cash paid for shares withheld for taxes	(3,822)	(460)
Purchases of treasury stock	(100,000)	(7,488)
Net cash used in financing activities	(102,797)	(10,098)
Net decrease in cash and cash equivalents	(3,555)	(33,952)
Cash and cash equivalents – Beginning of period	278,314	120,817	$ 120,817
Cash and cash equivalents – End of period	274,759	86,865	$ 278,314
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	11,403	13,020
Cash paid for income taxes, net	1,351	112
Supplemental non-cash investing and financing disclosure:
Capital expenditures in accounts payable at end of period	2,603	16,275
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities	$ 2,460	$ 1,968

XML

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ 25,148	$ (29,735)

XML

Organization and Summary of Significant Accounting Policies

3 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Summary of Significant Accounting Policies

1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Organization

The AZEK Company Inc. (the “Company”, “we”, “us” or “our”) is a Delaware corporation that holds all of the limited liability company interests in The AZEK Group LLC (f/k/a CPG International LLC), the entity which directly and indirectly holds all of the equity interests in the operating subsidiaries and which changed its name from CPG International LLC to The AZEK Group LLC on August 1, 2023. The Company is an industry-leading designer and manufacturer of beautiful, low-maintenance and environmentally sustainable building products for residential, commercial and industrial markets. The Company’s products include decking, railing, trim, porch, moulding, pergolas, outdoor furniture, bathroom and locker systems, and, prior to the Company’s divestiture of its Vycom business, also included extruded plastic sheet products and other non-fabricated products for special applications in industrial markets. The Company operates in various locations throughout the United States. The Company’s residential products are primarily branded under the brand names AZEK®, TimberTech®, VERSATEX®, ULTRALOX®, StruXure® and INTEX®, while the commercial products are branded under brand names including Scranton Products®, Aria Partitions®, Eclipse Partitions®, Hiny Hiders® partitions, Tufftec Lockers® and Duralife Lockers®.

b. Summary of Significant Accounting Policies

Basis of Presentation

The Company operates on a fiscal year ending September 30. The accompanying unaudited Condensed Consolidated Financial Statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in management’s opinion, includes all adjustments, consisting of only normal recurring adjustments, necessary for the fair statement of the Company’s financial position, its results of operations and cash flows for the interim periods presented. The results of operations for the three months ended December 31, 2023 and the cash flows for the three months ended December 31, 2023 are not necessarily indicative of the results to be expected for the full fiscal year or any other period. The Company’s financial condition and results of operations are affected by a number of factors, including, but not limited to, the cost to manufacture and distribute products, cost of raw materials, inflation, consumer spending and preferences, interest rates, the impact of any supply chain disruptions, economic conditions, and/or any adverse effects from geopolitical conflicts, global health pandemics and other factors beyond the Company’s control. Management cannot predict the degree to, or the period over, which the Company may be affected by such factors.

The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company's Amendment No. 1 on Form 10-K/A to Annual Report on Form 10-K for the year ended September 30, 2023 (the "2023 Form 10-K/A") filed with the SEC on June 14, 2024. The Condensed Consolidated Balance Sheet as of September 30, 2023 was derived from the audited financial statements at that date. There have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2023 Form 10-K/A, except as noted below.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Significant estimates include revenue recognition, reserves for excess inventory, inventory obsolescence, inventory valuation, product warranties, customer rebates, stock-based compensation, litigation, income taxes, contingent consideration, goodwill and intangible asset valuation and accounting for long-lived assets. Management’s estimates and assumptions are evaluated on an ongoing basis and are based on historical experience, current conditions and available information. Actual results may differ from estimated amounts. Estimates are revised as additional information becomes available.

Accounting Policies

Refer to the Company’s 2023 Form 10-K/A for a discussion of the Company’s accounting policies, as updated below and for recently adopted accounting standards.

Research and Development Costs

Research and development costs primarily relate to new product development, product claims support and manufacturing process improvements. Such costs are expensed as incurred and are included in “Selling, general and administrative expenses” within the Condensed Consolidated Statements of Comprehensive Income (Loss). Total research and development expenses were $3.1 million and $2.1 million, respectively, for the three months ended December 31, 2023 and 2022.

Recently Adopted Accounting Pronouncements

None.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280) : Improvements to Reportable Segment Disclosures. This standard requires all public entities that are subject to segment reporting requirements to disclose additional information, including significant segment expenses and other segment items on an annual and interim basis. It also requires the disclosure of the title and the position of the chief operating decision maker and how the reported measures are used for making business decisions. This standard is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company intends to adopt the updated standard during the fiscal year beginning October 1, 2024. The Company is currently evaluating the impact the adoption of this standard will have on its disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard expands the disclosure requirements primarily on the rate reconciliation and income tax paid. For public entities, this standard is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The Company intends to adopt the updated standard during the fiscal year beginning October 1, 2025. The Company is currently evaluating the impact the adoption of this standard will have on its disclosures.

1A. RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS

Restatement of Previously Filed Financial Statements

In connection with the preparation of its unaudited Condensed Consolidated Financial Statements for the fiscal quarter ended March 31, 2024, the Company identified certain unexplained reconciling differences in inventory balances for certain of the Company’s locations. Upon identification of such issues, the Company initiated an independent investigation under the direction of the Audit Committee of the Company’s Board of Directors (the “Audit Committee”), which is now complete. As a result of the independent investigation procedures, the Company determined that a former employee with responsibility for cost and inventory accounting with respect to certain of the Company’s locations misstated inventory in the Company’s general ledger by creating inaccurate and unsupported manual journal entries that ultimately increased the value of inventory on the Company’s Consolidated Balance Sheet and decreased cost of sales on the Company’s Consolidated Income Statement as of and for the three months ended December 31, 2023 and 2022 as well as prior periods. As a result, income before income taxes was overstated on a net basis for the three months ended December 31, 2023 and 2022. The independent investigation indicated that the former employee altered supporting documentation to conceal the unsupported inventory amounts and provided them to the Company’s management, external auditors and internal audit.

The Company has restated its unaudited Condensed Consolidated Financial Statements as of and for the quarterly periods ended December 31, 2023 and 2022 in the following tables. The only impact of restatement to the Consolidated Statements of Stockholders Equity was $(0.6) million and $(3.9) million to Net income for the three months ended December 31, 2023 and 2022, respectively, and $(19.3) million and $(13.7) million to opening Accumulated deficit at September 30, 2023 and 2022, respectively.

The amounts in the "As Reported" columns are amounts derived from the Company’s previously filed financial statements in its Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023, originally filed with the Securities and Exchange Commission on February 7, 2024 (the “Original Form 10-Q”). The amounts in "Investigation Adjustments" column present the impact of the adjustments from the independent investigation related to the overstatement of Inventory and the understatement of Cost of Sales. The amounts in "Other Adjustments" column present the impact of other adjustments primarily related to certain reclassifications in the condensed income statements and depreciation misstatement in previously issued financial statements and were not material, individually or in aggregate, to any of the prior periods financial statements. The amounts in "As Restated" are the updated amounts including the impacts from both Investigation Adjustments and Other Adjustments.

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Balance Sheet as of December 31, 2023 and Condensed Consolidated Balance Sheet as of September 30, 2023. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands, except for share and per share amounts).

	As of December 31, 2023											As of September 30, 2023
Consolidated Balance Sheets	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments		As Restated
ASSETS:
Current assets:
Cash and cash equivalents	$	274,759		$	—		$	—	$	274,759		$	278,314		$	—		$	—	$	278,314
Trade receivables, net of allowances		32,398			—			—		32,398			57,660			—			—		57,660
Inventories		261,562			(26,284	)		—		235,278			221,101			(25,501	)		—		195,600
Prepaid expenses		16,528			—			—		16,528			13,595			—			—		13,595
Other current assets		8,131			3,713			—		11,844			12,300			3,823			—		16,123
Total current assets		593,378			(22,571	)		—		570,807			582,970			(21,678	)		—		561,292
Property, plant and equipment - net		456,504			—			—		456,504			501,023			—			—		501,023
Goodwill		967,816			—			—		967,816			994,271			—			—		994,271
Intangible assets - net		183,604			—			—		183,604			199,497			—			—		199,497
Other assets		87,426			—			—		87,426			87,793			—			—		87,793
Total assets	$	2,288,728		$	(22,571	)	$	—	$	2,266,157		$	2,365,554		$	(21,678	)	$	—	$	2,343,876
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable	$	43,119		$	—			—	$	43,119		$	56,015		$	—			—	$	56,015
Accrued rebates		67,925			—			—		67,925			60,974			—			—		60,974
Accrued interest		368			—			—		368			260			—			—		260
Current portion of long-term debt obligations		6,000			—			—		6,000			6,000			—			—		6,000
Accrued expenses and other liabilities		80,999			(5,849	)		—		75,150			71,994			(5,527	)		—		66,467
Total current liabilities		198,411			(5,849	)		—		192,562			195,243			(5,527	)		—		189,716
Deferred income taxes		47,117			3,179			—		50,296			56,330			3,179			—		59,509
Long-term debt—less current portion		579,111			—			—		579,111			580,265			—			—		580,265
Other non-current liabilities		104,784			—			—		104,784			104,073			—			—		104,073
Total liabilities		929,423			(2,670	)		—		926,753			935,911			(2,348	)		—		933,563
Commitments and contingencies (See Note 17)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively		—			—			—		—			—			—			—		—
Class A common stock, $0.001 par value; 1,100,000,000 shares authorized 156,341,203 and 155,967,736 shares issued at December 31, 2023 and September 30, 2023, respectively		156			—			—		156			156			—			—		156
Class B common stock, $0.001 par value; 100,000,000 shares authorized, 0 shares and 100 shares issued and outstanding at December 31, 2023 and September 30, 2023, respectively		—			—			—		—			—			—			—		—
Additional paid‑in capital		1,650,160			—			—		1,650,160			1,662,322			—			—		1,662,322
Accumulated deficit		(19,328	)		(19,901	)		—		(39,229	)		(45,047	)		(19,330	)		—		(64,377	)
Accumulated other comprehensive income (loss)		(1,217	)					—		(1,217	)		1,878						—		1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively		(270,466	)		—			—		(270,466	)		(189,666	)		—			—		(189,666	)
Total stockholders' equity		1,359,305			(19,901	)		—		1,339,404			1,429,643			(19,330	)		—		1,410,313
Total liabilities and stockholders' equity	$	2,288,728		$	(22,571	)	$	—	$	2,266,157		$	2,365,554		$	(21,678	)	$	—	$	2,343,876

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Statements of Comprehensive Income for the three months ended December 31, 2023 and December 31, 2022. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands, except for share and per share amounts).

	Three Months Ended December 31, 2023											Three Months Ended December 31, 2022
Consolidated Statements of Comprehensive Income	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments			As Restated
Net sales	$	240,444		$	—		$	—	$	240,444		$	216,259		$	—		$	—		$	216,259
Cost of sales		149,011			783			—		149,794			168,680			6,192			(800	)		174,072
Gross profit		91,433			(783	)		—		90,650			47,579			(6,192	)		800			42,187
Selling, general and administrative expenses		77,246			—			—		77,246			73,444			—			66			73,510
Loss (gain) on disposal of property, plant and equipment		2,185			—			—		2,185			—			—			(66	)		(66	)
Operating income (loss)		12,002			(783	)		-		11,219			(25,865	)		(6,192	)		800			(31,257	)
Other income and expenses:
Interest expense, net		7,910			—			—		7,910			9,299			—			—			9,299
Gain on sale of business		(38,515	)		—			—		(38,515	)		—			—			—			—
Total other income and expenses		(30,605	)		—			—		(30,605	)		9,299			—			—			9,299
Income (loss) before income taxes		42,607			(783	)		—		41,824			(35,164	)		(6,192	)		800			(40,556	)
Income tax expense (benefit)		16,888			(212	)		—		16,676			(9,328	)		(1,715	)		222			(10,821	)
Net income (loss)	$	25,719		$	(571	)	$	—	$	25,148		$	(25,836	)	$	(4,477	)	$	578		$	(29,735	)
Other comprehensive income (loss):
Unrealized loss due to change in fair value of derivatives, net of tax	$	(3,095	)	$	—		$	—	$	(3,095	)	$	(1,796	)	$	—		$	—		$	(1,796	)
Total other comprehensive income (loss)		(3,095	)		—			—		(3,095	)		(1,796	)		—			—			(1,796	)
Comprehensive income (loss)	$	22,624		$	(571	)	$	—	$	22,053		$	(27,632	)	$	(4,477	)	$	578		$	(31,531	)
Net income (loss) per common share:
Basic	$	0.17		$	—		$	—	$	0.17		$	(0.17	)	$	(0.03	)	$	0.00		$	(0.20	)
Diluted		0.17			—			—		0.17			(0.17	)		(0.03	)		0.00			(0.20	)
Weighted-average common shares outstanding:
Basic		147,297,662			—			—		147,297,662			150,877,635			—			—			150,877,635
Diluted		148,876,282			—			—		148,876,282			150,877,635			—			—			150,877,635

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Statements of Cash Flows for the three months ended December 31, 2023 and December 31, 2022. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands).
 

	Three Months Ended December 31, 2023											Three Months Ended December 31, 2022
Consolidated Statements of Cash Flows	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments			As Restated
Operating activities:
Net income (loss)	$	25,719		$	(571	)	$	—	$	25,148		$	(25,836	)	$	(4,477	)	$	578		$	(29,735	)
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities:
Depreciation		21,773			—			—		21,773			22,002			—			(800	)		21,202
Amortization of intangibles		10,164			—			—		10,164			11,837			—			—			11,837
Non-cash interest expense		412			—			—		412			412			—			—			412
Non-cash lease expense		(48	)		—			—		(48	)		(56	)		—			—			(56	)
Deferred income tax (benefit) provision		(8,192	)		—			—		(8,192	)		1,504			—			—			1,504
Non-cash compensation expense		8,422			—			—		8,422			5,801			—			—			5,801
Fair value adjustment for contingent consideration		—			—			—		—			400			—			—			400
Loss on disposition of property, plant and equipment		2,185			—			—		2,185			(66	)		—			—			(66	)
Gain on sale of business		(38,515	)		—			—		(38,515	)		—			—			—			-
Changes in certain assets and liabilities:																						-
Trade receivables		21,151			—			—		21,151			21,869			—			—			21,869
Inventories		(62,127	)		783			—		(61,344	)		(20,978	)		6,192			—			(14,786	)
Prepaid expenses and other currents assets		(2,031	)		111			—		(1,920	)		(16,711	)		(1,715	)		222			(18,204	)
Accounts payable		(9,319	)		—			—		(9,319	)		13,029			—			—			13,029
Accrued expenses and interest		15,448			(323	)		—		15,125			(7,831	)		—			—			(7,831	)
Other assets and liabilities		(1,330	)		—			—		(1,330	)		1,033			—			—			1,033
Net cash provided by (used in) operating activities		(16,288	)		—			—		(16,288	)		6,409			—			—			6,409
Investing activities:
Purchases of property, plant and equipment		(17,681	)		—			—		(17,681	)		(30,328	)		—			—			(30,328	)
Proceeds from disposition of fixed assets		122			—			—		122			65			—			—			65
Divestiture, net of cash disposed		133,089			—			—		133,089			—			—			—			—
Net cash provided by (used in) investing activities		115,530			—			—		115,530			(30,263	)		—			—			(30,263	)
Financing activities:
Payments on Term Loan Agreement		(1,500	)		—			—		(1,500	)		(1,500	)		—			—			(1,500	)
Repayments of finance lease obligations		(713	)		—			—		(713	)		(650	)		—			—			(650	)
Exercise of vested stock options		3,238			—			—		3,238			—			—			—			-
Cash paid for shares withheld for taxes		(3,822	)		—			—		(3,822	)		(460	)		—			—			(460	)
Purchases of treasury stock		(100,000	)		—			—		(100,000	)		(7,488	)		—			—			(7,488	)
Net cash used in financing activities		(102,797	)		—			—		(102,797	)		(10,098	)		—			—			(10,098	)
Net decrease in cash and cash equivalents		(3,555	)		—			—		(3,555	)		(33,952	)		—			—			(33,952	)
Cash and cash equivalents – Beginning of period		278,314			—			—		278,314			120,817			—			—			120,817
Cash and cash equivalents – End of period	$	274,759		$	—		$	—	$	274,759		$	86,865		$	—		$	—		$	86,865
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	$	7,349		$	—		$	4,054	$	11,403		$	13,020		$	—		$	—		$	13,020
Cash paid for income taxes, net		1,351			—			—		1,351			112			—			—			112
Supplemental non-cash investing and financing disclosure:
Capital expenditures in accounts payable at end of period	$	2,603		$	—		$	—	$	2,603		$	16,275		$	—		$	—		$	16,275
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities		2,460			—			—		2,460			1,968			—			—			1,968

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Revenue

3 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue

2. REVENUE

The Company recognizes revenues when control of the promised goods is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods, at a point in time, when shipping occurs.

The Company also engages in customer rebates, which are recorded in “Net sales” in the Condensed Consolidated Statements of Comprehensive Income (Loss) and in “Accrued rebates” and “Trade receivables” in the Condensed Consolidated Balance Sheets. The Company recorded accrued rebates of $67.9 million and $54.6 million as of December 31, 2023 and 2022, respectively, and contra trade receivables of $4.5 million and $6.5 million as of December 31, 2023 and 2022, respectively. The rebate activity was as follows (in thousands):

	Three Months Ended December 31,
	2023			2022
Beginning balance	$	66,958		$	56,542
Rebate expense		22,239			15,716
Rebate payments		(16,804	)		(11,192	)
Ending balance	$	72,393		$	61,066

The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance.

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Divestiture

3 Months Ended

Dec. 31, 2023

Business Combinations [Abstract]

Divestiture

3. DIVESTITURE

On November 1, 2023, the Company completed the sale of its Vycom business within the Commercial segment for net proceeds of approximately $133.1 million. The divestiture allows the Company to focus on the highest value portions of its business and provides additional cash to finance its capital allocation priorities. The gain on sale of $38.5 million was recognized in "Gain on sale of business" within the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months ended December 31, 2023. The Company did not report the sale in discontinued operations as it was not a strategic shift that would have a major effect on the Company's operations and financial results.

See Note 12 for more information on the Commercial segment.

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Inventories

3 Months Ended

Dec. 31, 2023

Inventory Disclosure [Abstract]

Inventories

4. INVENTORIES

Inventories are valued at the lower of cost or net realizable value, and are reduced for slow-moving and obsolete inventory. The inventories cost is recorded at standard cost, which approximates actual cost, on a first-in first-out (“FIFO”) basis. Inventories consisted of the following (in thousands):

in thousands	December 31, 2023		September 30, 2023
	(As Restated)		(As Restated)
Raw materials	$	53,884	$	60,349
Work in process		27,893		33,240
Finished goods		153,501		102,011
Total inventories	$	235,278	$	195,600

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Property, Plant and Equipment - Net

3 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment - Net

5. PROPERTY, PLANT AND EQUIPMENT—NET

Property, plant and equipment – net consisted of the following (in thousands):

	December 31, 2023			September 30, 2023
	(As Restated)			(As Restated)
Land	$	3,209		$	4,829
Buildings and improvements		103,929			129,191
Manufacturing equipment		595,883			631,594
Computer equipment		32,365			32,392
Furniture and fixtures		6,614			7,290
Vehicles		1,145			1,087
Total property and equipment		743,145			806,383
Construction in progress		79,091			87,348
		822,236			893,731
Accumulated depreciation		(365,732	)		(392,708	)
Total property and equipment – net	$	456,504		$	501,023

Depreciation expense was approximately $20.5 million and $20.0 million in the three months ended December 31, 2023 and 2022, respectively. During the three months ended December 31, 2023 and 2022, $1.1 million and $1.3 million of interest was capitalized, respectively.

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Goodwill and Intangible Assets - Net

3 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets - Net

6. GOODWILL AND INTANGIBLE ASSETS—NET

Goodwill

Goodwill consisted of the following (in thousands):

	Residential		Commercial			Total
Goodwill before impairment as of September 30, 2023	$	953,882	$	72,589		$	1,026,471
Accumulated impairment losses as of September 30, 2023		—		(32,200	)		(32,200	)
Goodwill, net as of September 30, 2023	$	953,882	$	40,389		$	994,271
Divestiture
Goodwill disposal before impairment		—		(58,655	)		(58,655	)
Accumulated impairment losses		—		32,200			32,200
Goodwill, net disposal		—		(26,455	)		(26,455	)
Goodwill before impairment as of December 31, 2023	$	953,882	$	13,934		$	967,816
Accumulated impairment losses as of December 31, 2023		—		—			—
Goodwill, net as of December 31, 2023	$	953,882	$	13,934		$	967,816

Intangible assets, net

The Company did not have any indefinite lived intangible assets other than goodwill as of December 31, 2023 and September 30, 2023. Finite-lived intangible assets consisted of the following (in thousands):

		December 31, 2023
	Lives in Years	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Proprietary knowledge	10 — 15	$	300,400	$	(257,358	)	$	43,042
Trademarks	5 — 20		217,640		(158,382	)		59,258
Customer relationships	12 — 19		156,452		(77,558	)		78,894
Patents	9 — 10		8,500		(6,138	)		2,362
Other intangibles	3 — 15		4,076		(4,028	)		48
Total intangible assets		$	687,068	$	(503,464	)	$	183,604

September 30, 2023

	Lives in Years	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Propriety knowledge	10 — 15	$	300,400	$	(253,608	)	$	46,792
Trademarks	5 — 20		230,240		(164,759	)		65,481
Customer relationships	12 — 19		176,852		(92,268	)		84,584
Patents	9 — 10		8,500		(5,913	)		2,587
Other intangible assets	3 — 15		4,076		(4,023	)		53
Total intangible assets		$	720,068	$	(520,571	)	$	199,497

Amortization expense was $10.2 million and $11.8 million in the three months ended December 31, 2023 and 2022, respectively. As of December 31, 2023, the remaining weighted-average amortization period for acquired intangible assets was 11.1 years.

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Composition of Certain Balance Sheet Accounts

3 Months Ended

Dec. 31, 2023

Composition Of Certain Balance Sheet Accounts Disclosure [Abstract]

Composition of Certain Balance Sheet Accounts

7. COMPOSITION OF CERTAIN BALANCE SHEET ACCOUNTS

Allowance for Doubtful Accounts

Allowance for doubtful accounts consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
Beginning balance	$	1,773		$	1,397
Provision		(433	)		277
Divestiture		(32	)		—
Ending balance	$	1,308		$	1,674

Accrued Expenses and Other Liabilities

Accrued expenses consisted of the following (in thousands):

	December 31, 2023		September 30, 2023
	(As Restated)		(As Restated)
Taxes	$	22,319	$	1,433
Employee related liabilities		20,673		34,313
Marketing		4,799		3,868
Lease liability - operating		4,559		4,180
Customer deposits		3,771		4,152
Warranty		3,740		3,556
Lease liability - finance		2,829		2,777
Freight		1,833		1,242
Utilities		1,802		2,141
Professional fees		1,706		2,073
Construction in progress		1,530		2,863
Commissions		873		991
Other		4,716		2,878
Total accrued expenses and other current liabilities	$	75,150	$	66,467

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Debt

3 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Debt

8. DEBT

Debt consisted of the following (in thousands):

	December 31, 2023			September 30, 2023
Term Loan due April 28, 2029 — SOFR + 2.50% + 0.1% (7.96% at December 31, 2023 and 7.92% at September 30, 2023)	$	592,500		$	594,000
Revolving Credit Facility through March 31, 2026 - SOFR + 0.1%		—			—
Total		592,500			594,000
Less unamortized deferred financing costs		(3,818	)		(3,996	)
Less unamortized original issue discount		(3,571	)		(3,739	)
Less current portion		(6,000	)		(6,000	)
Long-term debt—less current portion and unamortized    deferred financing costs	$	579,111		$	580,265

Term Loan Agreement

The Term Loan Agreement is a first lien term loan and will mature on April 28, 2029, subject to acceleration or prepayment. The Term Loan Agreement will amortize in equal quarterly installments of 0.25% of the aggregate principal amount of the loans outstanding, subject to reduction for certain prepayments. The loans thereunder bear an interest rate equal to (i) in the case of alternative base rate, or ABR, borrowings, the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Prime Rate as in effect on such day and (c) the one-month Term Secured Overnight Financing Rate ("SOFR") plus 1.00% per annum, provided that in no event will the alternative base rate be less than 1.50% per annum, plus an applicable margin of 1.50% and (ii) in the case of SOFR borrowings, the Term SOFR rate for the applicable interest period, in each case, plus an applicable margin of 2.50%. As of December 31, 2023 and September 30, 2023, The AZEK Group LLC had $592.5 million and $594.0 million outstanding under the Term Loan Agreement.

The obligations under the Term Loan Agreement are secured by a first priority security interest in the membership interests of The AZEK Group LLC owned by the Company, the equity interests of The AZEK Group LLC’s domestic subsidiaries, other than certain immaterial subsidiaries and other excluded subsidiaries, and all remaining assets not constituting Revolver Priority Collateral (as defined below and subject to certain exceptions) of the Company, The AZEK Group LLC and the subsidiaries of The AZEK Group LLC that are guarantors under the Term Loan Agreement (the “Term Loan Priority Collateral”), and a second priority security interest in the Revolver Priority Collateral. The obligations under the Term Loan Agreement are guaranteed by the Company and the wholly owned domestic subsidiaries of The AZEK Group LLC other than certain immaterial subsidiaries and other excluded subsidiaries.

Loans under the Term Loan Agreement may be voluntarily prepaid in whole, or in part, in each case without premium or penalty, subject to certain customary conditions. The Term Loan Agreement also requires mandatory prepayments of loans under the Term Loan Agreement from the proceeds of certain debt issuances and certain asset dispositions (subject to certain reinvestment rights) and, commencing with the fiscal year ending September 30, 2023, a percentage of excess cash flow (subject to step-downs upon The AZEK Group LLC achieving certain leverage ratios and other reductions in connection with other debt prepayments).

The Term Loan Agreement contains affirmative covenants, negative covenants and events of default, which are broadly consistent with those in the Revolving Credit Facility (with certain differences consistent with the differences between a revolving loan and term loan) and that are customary for facilities of this type. The Term Loan Agreement does not have any financial maintenance covenants. The Term Loan Agreement also includes customary events of default, including the occurrence of a change of control.

As of December 31, 2023 and September 30, 2023, unamortized deferred financing fees related to the Term Loan Agreement were $3.8 million and $4.0 million, respectively.

Revolving Credit Facility

The AZEK Group LLC has also entered into a revolving credit facility, as amended and restated from time to time (the “Revolving Credit Facility”), with certain of our direct and indirect subsidiaries and certain lenders party thereto. The Revolving Credit Facility provides for maximum aggregate borrowings of up to $150.0 million, subject to an asset-based borrowing base. The borrowing base is limited to a set percentage of eligible accounts receivable and inventory, less reserves that may be established by the administrative agent and the collateral agent in the exercise of their reasonable credit judgment.

The AZEK Group LLC had no outstanding borrowings under the Revolving Credit Facility as of December 31, 2023 and September 30, 2023, respectively. In addition, The AZEK Group LLC had $2.2 million and $2.8 million of outstanding letters of credit held against the Revolving Credit Facility as of December 31, 2023 and September 30, 2023, respectively. The AZEK Group LLC had approximately $147.8 million available under the borrowing base for future borrowings as of December 31, 2023. The AZEK Group LLC also has the option to increase the commitments under the Revolving Credit Facility by up to $100.0 million, subject to certain conditions.

On January 26, 2023, The AZEK Group LLC amended the Revolving Credit Facility, replacing all LIBOR-based provisions with provisions reflecting SOFR, including, without limitation, the use of a new Adjusted Term SOFR benchmark rate equal to Term SOFR (as defined in the Revolving Credit Agreement) plus 0.10%.

As of December 31, 2023, outstanding revolving loans under the Revolving Credit Facility bore interest at a rate which equaled, at the Company's option, either (i) for ABR borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the Adjusted Term SOFR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points, based on average historical availability, or (ii) for SOFR borrowings, the Adjusted Term SOFR plus a spread of 125 to 175 basis points, based on average historical availability. The maturity date for the Revolving Credit Facility is the earlier of March 31, 2026 and the date that is 91 days prior to the maturity of the Term Loan Agreement or any permitted refinancing thereof.

Deferred financing costs, net of accumulated amortization, related to the Revolving Credit Facility at December 31, 2023 and September 30, 2023 were $0.6 million and $0.7 million, respectively.

A “commitment fee” accrues on any unused portion of the commitments under the Revolving Credit Facility during the preceding three calendar month period. If the average daily used percentage is greater than 50%, the commitment fee equals 25 basis points, and if the average daily used percentage is less than or equal to 50%, the commitment fee equals 37.5 basis points. The commitment fees were $0.1 million and $0.1 million for the three months ended December 31, 2023 and 2022, respectively.

The obligations under the Revolving Credit Facility are guaranteed by the Company and its wholly owned domestic subsidiaries other than certain immaterial subsidiaries and other excluded subsidiaries. The obligations under the Revolving Credit Facility are secured by a first priority security interest in substantially all of the accounts receivable, inventory, deposit accounts, securities accounts and cash assets of the Company, The AZEK Group LLC and the subsidiaries of The AZEK Group LLC that are guarantors under the Revolving Credit Facility, and the proceeds thereof (subject to certain exceptions) (the “Revolver Priority Collateral”), plus a second priority security interest in all of the Term Loan Priority Collateral. The Revolving Credit Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty. The AZEK Group LLC is also required to make mandatory prepayments (i) when aggregate borrowings exceed commitments or the applicable borrowing base and (ii) during “cash dominion,” which occurs if (a) the availability under the Revolving Credit Facility is less than the greater of (i) $12.5 million and (ii) 10% of the lesser of (x) $150.0 million and (y) the borrowing base, for five consecutive business days or (b) certain events of default have occurred and are continuing.

The Revolving Credit Facility contains affirmative covenants that are customary for financings of this type, including allowing the Revolver Administrative Agent to perform periodic field exams and appraisals to evaluate the borrowing base. The Revolving Credit Facility contains various negative covenants, including limitations on, subject to certain exceptions, the incurrence of indebtedness, the incurrence of liens, dispositions, investments, acquisitions, restricted payments, transactions with affiliates, as well as other negative covenants customary for financings of this type. The Revolving Credit Facility also includes a financial maintenance covenant, applicable only when the excess availability is less than the greater of (i) 10% of the lesser of the aggregate commitments under the Revolving Credit Facility and the borrowing base, and (ii) $12.5 million. In such circumstances, The AZEK Group LLC would be required to maintain a minimum fixed charge coverage ratio (as defined in the Revolving Credit Facility) for the trailing four quarters equal to at least 1.0 to 1.0; subject to The AZEK Group LLC’s ability to make an equity cure (no more than twice in any four quarter period and up to five times over the life of the facility). As of December 31, 2023, The AZEK Group LLC was in compliance with the financial and nonfinancial covenants imposed by the Revolving Credit Facility. The Revolving Credit Facility also includes customary events of default, including the occurrence of a change of control.

Interest expense consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
Interest expense:
Term Loan Agreement	$	11,358		$	8,916
Revolving Credit Facility		150			151
Other		1,123			1,109
Amortization - Deferred financing costs
Term Loan Agreement		179			179
Revolving Credit Facility		66			66
Amortization - Original issue discount
Term Loan Agreement		167			167
Capitalized interest		(1,079	)		(1,289	)
Interest expense		11,964			9,299
Interest income		(4,054	)		—
Interest expense, net	$	7,910		$	9,299

See Note 11 for the fair value of the Company’s debt as of December 31, 2023 and September 30, 2023.

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Product Warranties

3 Months Ended

Dec. 31, 2023

Product Warranties Disclosures [Abstract]

Product Warranties

9. PRODUCT WARRANTIES

The Company provides product assurance warranties of various lengths ranging from 5 years to lifetime for limited coverage for a variety of material and workmanship defects based on standard terms and conditions between the Company and its customers. Warranty coverage depends on the product involved. The warranty reserve activity consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Beginning balance	$	17,012		$	16,145
Adjustments to reserve		(388	)		(126	)
Warranty claims payment		(782	)		(465	)
Ending balance		15,842			15,554
Current portion of accrued warranty		(3,740	)		(3,508	)
Accrued warranty – less current portion	$	12,102		$	12,046

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Leases

3 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leases

10. LEASES

The Company leases vehicles, machinery, manufacturing facilities, office space, land, and equipment under both operating and finance leases. The Company determines if an arrangement is a lease at inception. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. As of December 31, 2023 and September 30, 2023, amounts associated with leases are included in Other assets, Accrued expense and other liabilities and Other non-current liabilities in the Company’s Condensed Consolidated Balance Sheet.

For leases with initial terms greater than 12 months, the Company considers these right-of-use, or ROU, assets and records the related asset and obligation at the present value of lease payments over the term. For leases with initial terms equal to or less than 12 months, the Company does not consider them as right-of-use assets and instead considers them short-term lease costs that are recognized on a straight-line basis over the lease term. The Company’s leases may include escalation clauses, renewal options and/or termination options that are factored into the determination of lease term and lease payments when it is reasonably certain the option will be exercised. Renewal options range from 1 year to 20 years.

Lease assets and lease liabilities as of December 31, 2023 and September 30, 2023 were as follows (in thousands):

Leases	Classification on Balance Sheet	December 31, 2023		September 30, 2023
Assets
ROU operating lease assets	Other assets	$	16,068	$	15,423
ROU finance lease assets	Other assets		70,554		71,529
Total lease assets		$	86,622	$	86,952
Liabilities
Current
Operating	Accrued expenses and other liabilities	$	4,559	$	4,180
Finance	Accrued expenses and other liabilities		2,829		2,777
Non-Current
Operating	Other non-current liabilities		13,916		13,699
Finance	Other non-current liabilities		75,276		75,718
Total lease liabilities		$	96,580	$	96,374

The components of lease expense for the three months ended December 31, 2023 and 2022 were as follows:

	Three Months Ended December 31,
(in thousands)	2023			2022
Operating lease expense	$	1,478		$	1,501
Finance lease amortization of assets		1,301			1,248
Finance lease interest on lease liabilities		1,107			1,092
Short term		86			103
Sublease income		(28	)		(71	)
Total lease expense	$	3,944		$	3,873

The tables below present supplemental information related to leases as of December 31, 2023 and September 30, 2023:

Weighted-average remaining lease term (years)	December 31, 2023			September 30, 2023
Operating leases		6.4			6.8
Finance leases		25.3			25.4
Weighted-average discount rate
Operating leases		4.7	%		4.4	%
Finance leases		5.8	%		5.8	%

The following table summarizes the maturities of lease liabilities at December 31, 2023:

(in thousands)	Operating Leases			Finance Leases			Total
2024	$	4,045		$	5,358		$	9,403
2025		4,719			7,105			11,824
2026		2,844			6,942			9,786
2027		2,105			6,480			8,585
2028		1,841			5,278			7,119
Thereafter		6,071			117,012			123,083
Total lease payments		21,625			148,175			169,800
Less: interest		(3,150	)		(70,070	)		(73,220	)
Present value of lease liability	$	18,475		$	78,105		$	96,580

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Fair Value of Financial Instruments

3 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

11. FAIR VALUE OF FINANCIAL INSTRUMENTS

FASB Accounting Standards Codification (“ASC”) requirements for Fair Value Measurements and Disclosures establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels. Level 1 inputs, the highest priority, are quoted prices in active markets for identical assets or liabilities. Level 2 inputs reflect other than quoted prices included in Level 1 that are either observable directly or through corroboration with observable market data. Level 3 inputs are

unobservable inputs, due to little or no market activity for the asset or liability, such as internally-developed valuation models. We do not have any assets or liabilities measured at fair value on a recurring basis that are Level 3.

Derivative Instruments

The Company’s objective in using interest rate derivative instruments is to hedge against interest rate volatility associated with its senior secured credit facilities by converting a portion of its floating rate debt to fixed rate debt. In November 2022, the Company entered into two interest rate swap agreements with Barclays Bank PLC to manage interest rate risk related to Term Loan. Each agreement has a notional amount of $150 million and will expire on October 31, 2025. One agreement swaps variable interest at a rate based on SOFR with a fixed rate of 4.39% and the second with a fixed rate of 4.48%.

At the inceptions of the swap agreements and as of December 31, 2023, both swaps were designated and qualified as cash flow hedges in accordance with ASC 815. The gain (loss) is recorded in Accumulated other comprehensive income (loss) and then reclassified into Interest expense in the same period in which the hedged transaction affects earnings. As of December 31, 2023, the Company expects to reclass approximately $0.6 million ($0.4 million after-tax) as a reduction to interest expense in the next 12 months.

The following table provides the fair values of the interest rate derivative instruments as well as their classification on the Balance Sheet as of December 31, 2023 and September 30, 2023 (in thousands):

			Fair Value as of
	Fair Value Hierarchy	Balance Sheet Location	December 31, 2023		September 30, 2023
Assets
Interest rate swaps	Level 2	Other current assets	$	677	$	2,558
Liabilities
Interest rate swaps	Level 2	Other non-current liabilities	$	2,300	$	65

The Company estimates the fair value of interest rate swaps using a valuation model based on observable market data, such as yield curves. Both swaps are classified as Level 2 measurement in the fair value hierarchy.

The following table summarizes the effects of the interest rate derivative instruments on Accumulated other comprehensive income (loss) for the three months ended December 31, 2023 and 2022 (in thousands):

	Before-tax Amount			Income Tax Expense			Net of Tax Amount
Balance - September 30, 2023	$	2,493		$	615		$	1,878
Amount of loss recognized in other comprehensive income (loss)		(3,437	)		(840	)		(2,596	)
Amount of gain reclassified from accumulated other comprehensive income (loss) into net income (loss)		(678	)		(180	)		(499	)
Balance - December 31, 2023	$	(1,622	)	$	(405	)	$	(1,217	)

	Before-tax Amount			Income Tax Expense			Net of Tax Amount
Balance - September 30, 2022	$	—		$	—		$	—
Amount of loss recognized in other comprehensive income (loss)		(2,544	)		(674	)		(1,870	)
Amount of loss reclassified from accumulated other comprehensive income (loss) into net income (loss)		101			27			74
Balance - December 31, 2022	$	(2,443	)	$	(647	)	$	(1,796	)

Other Financial Instruments

The carrying values and the estimated fair values of the debt financial instruments (Level 2 measurements) consisted of the following (in thousands):

	December 31, 2023				September 30, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Term Loan due April 28, 2029	$	592,500	$	596,944	$	594,000	$	595,485

Financial instruments remeasure at fair value on a recurring basis – During the year ended September 30, 2022, the Company entered into an arrangement for a contingent payment to the former owner and employee of StruXure. The contingent payment is based on achievement of a minimum EBITDA amount and a multiple of EBITDA, for EBITDA exceeding a higher threshold for calendar year 2022. Based on the formula, the potential contingent payout can range from zero to $13.9 million. At the date of acquisition, the fair value was estimated to be $9.5 million. As of March 31, 2023, the fair value was increased to $12.7 million based on the actual EBITDA amount for StruXure. Compensation expense of $9.5 million was recognized for the year ended September 30, 2022 and $3.2 million was recognized for the year ended September 30, 2023. The Company paid $12.7 million as settlement of the contingent liability in April, 2023.

In connection with the acquisition of INTEX on August 1, 2022, the Company entered into a contingent consideration arrangement with the former owner of INTEX. The contingent consideration is based on achievement of a minimum gross profit amount for calendar year 2022. Based on the formula, the potential contingent consideration can range from zero to $6.2 million. At the date of the acquisition, the fair value was estimated to be $5.8 million. As of December 31, 2022, the fair value was increased to $6.2 million. Contingent payment of $5.8 million was included in the acquisition purchase price at the date of acquisition and the change in fair value of $0.4 million was recognized in selling, general and administrative expense for the year ended September 30, 2023. The Company paid $6.2 million as settlement of this contingent liability in fiscal year 2023.

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Segments

3 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Segments

12. SEGMENTS

Operating segments for the Company are determined based on information used by the chief operating decision maker (“CODM”) in deciding how to evaluate performance and allocate resources to each of the segments. The CODM reviews Adjusted EBITDA and Adjusted EBITDA Margin as the key segment measures of performance. Adjusted EBITDA is defined as segment operating income (loss) plus depreciation and amortization, adjusted by adding thereto or subtracting therefrom stock-based compensation costs, business transformation costs, acquisition costs, capital structure transaction costs, and certain other costs. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by net sales.

The Company has two reportable segments, Residential and Commercial. The reportable segments were determined primarily based on products and end markets as follows:

• Residential—The Residential segment manufactures and distributes decking, rail, pergolas, outdoor structures, exterior trim, siding and accessories through a national network of dealers and distributors and multiple home improvement retailers providing extensive geographic coverage and enabling the Company to effectively serve contractors. Regional recyclers provides full-service recycled PVC material processing, sourcing, logistical support, and scrap management programs that are utilized in our finished goods manufacturing processes. This segment is impacted by trends in and the strength of home repair and remodel activity.

• Commercial—The Commercial segment manufactures, fabricates and distributes lockers and bathroom partitions. This segment is impacted by trends in and the strength of the repair and remodel sector. This segment also previously included the Company’s Vycom business, which manufactured resin-based extruded sheeting products for a variety of commercial and industrial applications. The Company sold the Vycom business on November 1, 2023. See Note 3 for additional information on the divestiture.

The segment data below includes data for Residential and Commercial for the three months ended December 31, 2023 and 2022 (in thousands).

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Net sales to customers
Residential	$	223,000		$	179,484
Commercial		17,444			36,775
Total	$	240,444		$	216,259
Adjusted EBITDA
Residential (1)	$	51,979		$	3,754
Commercial		2,905			5,154
Total Adjusted EBITDA for reporting segments	$	54,884		$	8,908
Adjustments to Income before income tax provision
Depreciation and amortization		(31,937	)		(33,040	)
Stock-based compensation costs		(8,468	)		(3,957	)
Acquisition and divestiture costs (2)		(492	)		(2,954	)
Gain on sale of business (3)		38,515			—
Other costs (4)		(2,768	)		(214	)
Interest expense, net		(7,910	)		(9,299	)
Income (loss) before income tax provision	$	41,824		$	(40,556	)

(1)Effective as of December 31, 2023, Residential segment Adjusted EBITDA includes all corporate expenses, such as selling, general and administrative costs related to our corporate offices, including payroll and other professional fees. The prior period has been recast to reflect the change.

(2)Acquisition and divestiture costs reflect costs related to divestiture of $0.5 million for both the three months ended December 31, 2023 and 2022, respectively, and costs directly related to completed acquisitions of $2.4 million in the three months ended December 31, 2022.

(3)Gain on sale of business relates to the sale of the Vycom business.

(4)Other costs reflect costs related to the removal of dispensable equipment resulting from a modification of our manufacturing process of $2.4 million in the three months ended December 31, 2023, reduction in workforce costs of $0.3 million in the three months ended December 31, 2023, and costs for legal expenses of $0.1 million and $0.2 million in the three months ended December 31, 2023 and 2022, respectively.

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Capital Stock

3 Months Ended

Dec. 31, 2023

Stockholders' Equity Note [Abstract]

Capital Stock

13. CAPITAL STOCK

Share Repurchase Program

On May 5, 2022, the Board of Directors authorized the Company to repurchase up to $400 million of the Company’s Class A common stock (the “Share Repurchase Program”). The Share Repurchase Program allows the Company to repurchase its shares opportunistically from time to time. Purchases may be effected through one or more open market transactions, privately negotiated transactions, transactions structured through investment banking institutions, accelerated share repurchases or tender offers, some of which may be effected through Rule 10b5-1 plans, or a combination of the foregoing. The timing of repurchases will depend upon several factors, including market and business conditions, and repurchases may be discontinued at any time.

On December 4, 2023, the Company entered into a $100 million accelerated share repurchase agreement, or the “ASR” with Goldman Sachs & Co. LLC, or “Goldman Sachs”. Goldman Sachs delivered 2,291,607 initial shares to the Company on December 6, 2023, based on the closing price of the Company’s Class A common stock of $34.91 on December 4, 2023. The total value of the initial shares represents 80% of the $100 million ASR. The final settlement will be based on the volume-weighted average price of the Company's Class A common stock over the repurchase period, subject to certain adjustments. The Company expects to settle the ASR in the second quarter of fiscal year 2024.

During the three months ended December 31, 2022, the Company repurchased 352,760 shares of its Class A common stock on the open market at an average price of $21.23 per share, totaling an approximately $7.5 million reacquisition cost.

On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”), that includes, among other provisions, a one percent excise tax on net repurchases of stock after December 31, 2022. For the three months ended December 31, 2023, the Company recognized $0.8 million excise tax as reacquisition cost of share repurchases.

As of December 31, 2023, the Company had approximately $101.1 million available for repurchases under the Share Repurchase Program.

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Stock-Based Compensation

3 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

14. STOCK-BASED COMPENSATION

The Company grants stock-based awards to attract, retain and motivate key employees and directors.

The 2020 Omnibus Incentive Compensation Plan (“2020 Plan”), provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, and performance-based or other equity-related awards to the Company’s employees and directors. The maximum aggregate number of shares that may be issued under the 2020 Plan is 15,852,319 shares with 2,219,224 shares remaining in the reserve. The total aggregate number of shares may be adjusted as determined by the Board of Directors.

On December 11, 2023, the Compensation Committee of the Board of Directors authorized certain changes to a former employee’s stock-based awards which were effective in connection with his retirement. These changes allow certain awards to continue to vest in due course following retirement and extend the exercisability of certain outstanding and exercisable stock options to the end of the contractual term of the options. This resulted in a Type III Modification (improbable to probable) as defined in accounting guidance, accounted for as a cancellation of the original award and an issuance of a new grant, as well as, a Type I Modification (probable to probable), accounted for as an exchange of the original award for a new grant under the revised terms. The modifications resulted in $1.9 million of stock-based compensation expense in the three months ended December 31, 2023.

Stock-based compensation expense for the three months ended December 31, 2023 and 2022 was $8.5 million and $4.0 million, respectively, recognized in “Selling, general and administrative expenses” in the Condensed Consolidated Statements of Comprehensive Income (Loss). Total income tax benefit for the three months ended December 31, 2023 and 2022 was $1.7 million and $0.8 million, respectively. As of December 31, 2023, the Company had not yet recognized compensation cost on unvested stock-based awards of $36.6 million, with a weighted average remaining recognition period of 2.0 years.

The Company uses the Black Scholes pricing model to estimate the fair value of its service-based awards as of the grant date. Under the terms of the 2020 Plan, all stock options will expire if not exercised within ten years of the grant date.

The following table sets forth the significant assumptions used for the calculation of stock-based compensation expense for the three months ended December 31, 2023 and 2022:

	December 15, 2023 Grant Date			December 12, 2022 Grant Date
Risk-free interest rate		3.93	%		3.77	%
Expected volatility		40.00	%		40.00	%
Expected term (in years)		6.00			6.00
Expected dividend yield		0.00	%		0.00	%

Stock Options

The following table summarizes the performance-based stock option activity for the three months ended December 31, 2023:

	Number of Shares				Weighted Average Exercise Price Per Share		Weighted Average Remaining Contract Term		Aggregate Intrinsic Value
							(in years)		(in thousands)
Outstanding at October 1, 2023		1,114,261		$		23.00
Granted		—				—
Exercised		(60,261	)			23.00
Cancelled/Forfeited		—				—
Outstanding at December 31, 2023		1,054,000				23.00		6.4		16,074
Vested and exercisable at December 31, 2023		1,054,000		$		23.00		6.4		16,074

The following table summarizes the service-based stock option activity for the three months ended December 31, 2023:

	Number of Shares				Weighted Average Exercise Price Per Share		Weighted Average Remaining Contract Term		Aggregate Intrinsic Value
							(in years)		(in thousands)
Outstanding at October 1, 2023		3,361,707		$		25.43
Granted		138,731				38.15
Exercised		(76,624	)			24.17
Cancelled/Forfeited		—				—
Outstanding at December 31, 2023		3,423,814				25.97		7.0		43,493
Vested and exercisable at December 31, 2023		2,475,222		$		24.78		6.7		33,921

Restricted Stock Awards

A summary of the service-based restricted stock awards activity during the three months ended December 31, 2023 was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		82,481		$		23.00
Granted		—				—
Vested		(6,845	)			23.00
Forfeited		—				—
Outstanding and unvested at December 31, 2023		75,636		$		23.00

Performance Restricted Stock Units

Performance restricted stock units were granted to officers and certain employees of the Company and represent the right to earn shares of Company common stock based on the achievement of company-wide non-GAAP performance conditions, including cumulative net sales, average return on net tangible assets and cumulative EBITDA during the three-year performance period. Compensation cost is amortized into expense over the performance period, which is generally three years, and is based on the probability of meeting performance targets. The fair value of each performance share award is based on the closing stock price on the date of grant.

A summary of the performance-based restricted stock unit awards activity for the three months ended December 31, 2023 presented at target was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		508,622		$		26.72
Granted		215,462				38.15
Vested		(123,821	)			34.82
Forfeited		(3,308	)			28.01
Outstanding and unvested at December 31, 2023		596,955		$		28.91

Restricted Stock Units

A summary of the service-based restricted stock unit awards activity for the three months ended December 31, 2023 was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		786,096		$		25.42
Granted		204,796				38.12
Vested		(224,591	)			28.14
Forfeited		(2,102	)			24.85
Outstanding and unvested at December 31, 2023		764,199		$		28.01

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Earnings Per Share

3 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Earnings Per Share

15. EARNINGS PER SHARE

The Company computes earnings per common share (“EPS”) under the two-class method which requires the allocation of all distributed and undistributed earnings attributable to the Company to common stock and other participating securities based on their respective rights to receive distributions of earnings or losses. The Company’s Class A common stock and Class B common stock equally share in distributed and undistributed earnings, and, therefore, no allocation to participating securities or dilutive securities is performed.

Basic EPS attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding. Diluted EPS is calculated by adjusting weighted average shares outstanding for the dilutive effect of potential common shares, determined using the treasury-stock method. For purposes of the diluted EPS calculation, restricted stock awards, restricted stock units and options to purchase shares of common stock are considered to be potential common shares. The following table sets forth the computation of the Company’s basic and diluted EPS attributable to common stockholders (in thousands, except share and per share amounts):

	Three Months Ended December 31,
	2023		2022
	(As Restated)		(As Restated)
Numerator:
Net income (loss)	$	25,148	$	(29,735	)
Net income (loss) attributable to   common stockholders   - basic and diluted	$	25,148	$	(29,735	)
Denominator:
Weighted-average shares of common stock
Basic		147,297,662		150,877,635
Diluted		148,876,282		150,877,635
Net income (loss) per share attributable   to common stockholders:
Net income (loss) per common share - basic	$	0.17	$	(0.20	)
Net income (loss) per common share - diluted	$	0.17	$	(0.20	)

The following table includes the number of shares that may be dilutive common shares in the future, and were not included in the computation of diluted net income per share because the effect was anti-dilutive:

	Three Months Ended December 31,
	2023		2022
Stock Options		547,890		5,010,161
Restricted Stock Units		108,736		531,462

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Income Taxes

3 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

16. INCOME TAXES

The Company calculates the interim tax provision in accordance with the provisions of ASC 740-270, Income Taxes; Interim Reporting, specifically ASC-740-270-25-2. For interim periods, the Company estimates the annual effective income tax rate and applies the estimated rate to the year-to-date income or loss before income taxes. The effective income tax rates for the three months ended December 31, 2023 and 2022 were 39.9% and 26.7%, respectively. The increase in the effective income tax rate for the three months ended December 31, 2023, as compared to the three months ended December 31, 2022, was primarily driven by the tax effects related to the sale of the Vycom business.

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Commitments And Contingencies

3 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments And Contingencies

17. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

During the year ended September 30, 2019, the Company was made aware of a worker’s compensation case that became reasonably possible to give rise to a liability. Discovery has been completed, and the Company filed motions for summary judgment in April 2023. On November 8, 2023, the court granted the Company's motions for summary judgment seeking to dismiss Scranton Products Inc. and The AZEK Company Inc. but denied the Company's motions for summary judgment seeking to dismiss The AZEK Group LLC and Vycom Corp. A trial date has been set for May 2024.

In the normal course of the Company’s business, it is at times subject to various other legal actions, in some cases for which the relief or damages sought may be substantial. Although the Company is not able to predict the outcome of legal actions to which it may be subject, after reviewing all pending and threatened actions with counsel and based on information currently available, management believes that the outcome of such actions, individually or in the aggregate, will not have a material adverse effect on the Company’s results of operations or financial position. However, it is possible that the ultimate resolution of such matters, if unfavorable, may be material to the Company’s results of operations in a particular future period as the time and amount of any resolution of such actions and its relationship to the future results of operations are not currently known. The Company accrues for losses when they are probable of occurrence and such losses are reasonably estimable. Legal costs expected to be incurred are accounted for as they are incurred.

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Condensed Financial Information of Registrant (Parent Company Only)

3 Months Ended

Dec. 31, 2023

Condensed Financial Information Disclosure [Abstract]

Condensed Financial Information of Registrant (Parent Company Only)

18. CONDENSED FINANCIAL INFORMATION OF REGISTRANT (PARENT COMPANY ONLY)

The AZEK Company Inc. (parent company only)

Balance Sheets

(In thousands of U.S. dollars, except for share and per share amounts)

	December 31, 2023			September 30, 2023
	(As Restated)			(As Restated)
ASSETS:
Non-current assets:
Investments in subsidiaries	$	1,339,404		$	1,410,313
Total non-current assets		1,339,404			1,410,313
Total assets	$	1,339,404		$	1,410,313
LIABILITIES AND STOCKHOLDERS’ EQUITY:
Total liabilities	$	—		$	—
Stockholders’ equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares    issued or outstanding at December 31, 2023 and September 30, 2023,    respectively		—			—
Class A common stock, $0.001 par value; 1,100,000,000 shares authorized,    156,341,203 and 155,967,736 shares issued at December 31, 2023 and    September 30, 2023, respectively		156			156
Class B common stock, $0.001 par value; 100,000,000 shares authorized,    0 shares and 100 shares issued and outstanding at December 31, 2023 and    September 30, 2023, respectively		—			—
Additional paid‑in capital		1,650,160			1,662,322
Accumulated deficit		(39,229	)		(64,377	)
Accumulated other comprehensive income (loss)		(1,217	)		1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31,    2023 and September 30, 2023, respectively		(270,466	)		(189,666	)
Total stockholders’ equity		1,339,404			1,410,313
Total liabilities and stockholders’ equity	$	1,339,404		$	1,410,313

	Three Months Ended December 31,
	2023		2022
	(As Restated)		(As Restated)
Net income (loss) of subsidiaries	$	25,148	$	(29,735	)
Net income (loss) of subsidiaries	$	25,148	$	(29,735	)
Comprehensive income (loss)	$	22,053	$	(31,531	)

The AZEK Company Inc. did not have any cash as of December 31, 2023 or September 30, 2023. Accordingly a Condensed Statement of Cash Flows has not been presented.

Basis of Presentation

The parent company financial statements should be read in conjunction with the Company’s Consolidated Financial Statements and the accompanying notes thereto. For purposes of this condensed financial information, the Company’s wholly owned and majority owned subsidiaries are recorded based upon its proportionate share of the subsidiaries’ net assets (similar to presenting them on the equity method).

Since the restricted net assets of The AZEK Company Inc. and its subsidiaries exceed 25% of the consolidated net assets of the Company and its subsidiaries, the accompanying condensed parent company financial statements have been prepared in accordance with Rule 12-04, Schedule 1 of Regulation S-X. This information should be read in conjunction with the accompanying Condensed Consolidated Financial Statements.

Restatement of Previously Filed Financial Statements

The Company is presenting herein restated condensed financial information of The AZEK Company Inc. (parent company only) as of September 30, 2023 and December 31, 2023 and for the three months ended December 31, 2023 and 2022. See Note 1A “Restatement of Previously Filed Financial Statements,” for additional information on the restatement.

Dividends from Subsidiaries

There were $100.0 million and $7.5 million in cash dividends paid to The AZEK Company Inc. from the Company’s consolidated subsidiaries during the three months ended December 31, 2023 and 2022, respectively. Cash dividends of $100.0 million were used to fund the ASR during the three months ended December 31, 2023 and $7.5 million in cash dividends were used to fund share repurchases on the open market during the three months ended December 31, 2022.

Restricted Payments

The AZEK Group LLC is party to the Revolving Credit Facility and the Term Loan Agreement. The obligations under the Revolving Credit Facility and Term Loan Agreement are secured by substantially all of the present and future assets of the borrowers and guarantors, including equity interests of their domestic subsidiaries, subject to certain exceptions.

The obligations under the Revolving Credit Facility and Term Loan Agreement are guaranteed by the Company and its wholly owned domestic subsidiaries other than certain immaterial subsidiaries and other excluded subsidiaries. The AZEK Group LLC is not permitted to make certain payments unless those payments are consistent with exceptions set forth in the agreements. These payments include repurchase of equity interests, fees associated with a public offering, income taxes due in other applicable payments. Further, the payments are only permitted if certain conditions are met related to availability and fixed charge coverage as defined in the Revolving Credit Facility and described in Note 8.

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Organization and Summary of Significant Accounting Policies (Policies)

3 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The Company operates on a fiscal year ending September 30. The accompanying unaudited Condensed Consolidated Financial Statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in management’s opinion, includes all adjustments, consisting of only normal recurring adjustments, necessary for the fair statement of the Company’s financial position, its results of operations and cash flows for the interim periods presented. The results of operations for the three months ended December 31, 2023 and the cash flows for the three months ended December 31, 2023 are not necessarily indicative of the results to be expected for the full fiscal year or any other period. The Company’s financial condition and results of operations are affected by a number of factors, including, but not limited to, the cost to manufacture and distribute products, cost of raw materials, inflation, consumer spending and preferences, interest rates, the impact of any supply chain disruptions, economic conditions, and/or any adverse effects from geopolitical conflicts, global health pandemics and other factors beyond the Company’s control. Management cannot predict the degree to, or the period over, which the Company may be affected by such factors.

The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company's Amendment No. 1 on Form 10-K/A to Annual Report on Form 10-K for the year ended September 30, 2023 (the "2023 Form 10-K/A") filed with the SEC on June 14, 2024. The Condensed Consolidated Balance Sheet as of September 30, 2023 was derived from the audited financial statements at that date. There have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2023 Form 10-K/A, except as noted below.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Significant estimates include revenue recognition, reserves for excess inventory, inventory obsolescence, inventory valuation, product warranties, customer rebates, stock-based compensation, litigation, income taxes, contingent consideration, goodwill and intangible asset valuation and accounting for long-lived assets. Management’s estimates and assumptions are evaluated on an ongoing basis and are based on historical experience, current conditions and available information. Actual results may differ from estimated amounts. Estimates are revised as additional information becomes available.

Accounting Policies

Accounting Policies

Refer to the Company’s 2023 Form 10-K/A for a discussion of the Company’s accounting policies, as updated below and for recently adopted accounting standards.

Research and Development Costs

Research and Development Costs

Research and development costs primarily relate to new product development, product claims support and manufacturing process improvements. Such costs are expensed as incurred and are included in “Selling, general and administrative expenses” within the Condensed Consolidated Statements of Comprehensive Income (Loss). Total research and development expenses were $3.1 million and $2.1 million, respectively, for the three months ended December 31, 2023 and 2022.

Recently Issued Accounting Pronouncements

Recently Adopted Accounting Pronouncements

None.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280) : Improvements to Reportable Segment Disclosures. This standard requires all public entities that are subject to segment reporting requirements to disclose additional information, including significant segment expenses and other segment items on an annual and interim basis. It also requires the disclosure of the title and the position of the chief operating decision maker and how the reported measures are used for making business decisions. This standard is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company intends to adopt the updated standard during the fiscal year beginning October 1, 2024. The Company is currently evaluating the impact the adoption of this standard will have on its disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard expands the disclosure requirements primarily on the rate reconciliation and income tax paid. For public entities, this standard is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The Company intends to adopt the updated standard during the fiscal year beginning October 1, 2025. The Company is currently evaluating the impact the adoption of this standard will have on its disclosures.

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Organization and Summary of Significant Accounting Policies (Tables)

3 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Restatement of Previously Filed Financial Statements

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Balance Sheet as of December 31, 2023 and Condensed Consolidated Balance Sheet as of September 30, 2023. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands, except for share and per share amounts).

	As of December 31, 2023											As of September 30, 2023
Consolidated Balance Sheets	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments		As Restated
ASSETS:
Current assets:
Cash and cash equivalents	$	274,759		$	—		$	—	$	274,759		$	278,314		$	—		$	—	$	278,314
Trade receivables, net of allowances		32,398			—			—		32,398			57,660			—			—		57,660
Inventories		261,562			(26,284	)		—		235,278			221,101			(25,501	)		—		195,600
Prepaid expenses		16,528			—			—		16,528			13,595			—			—		13,595
Other current assets		8,131			3,713			—		11,844			12,300			3,823			—		16,123
Total current assets		593,378			(22,571	)		—		570,807			582,970			(21,678	)		—		561,292
Property, plant and equipment - net		456,504			—			—		456,504			501,023			—			—		501,023
Goodwill		967,816			—			—		967,816			994,271			—			—		994,271
Intangible assets - net		183,604			—			—		183,604			199,497			—			—		199,497
Other assets		87,426			—			—		87,426			87,793			—			—		87,793
Total assets	$	2,288,728		$	(22,571	)	$	—	$	2,266,157		$	2,365,554		$	(21,678	)	$	—	$	2,343,876
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable	$	43,119		$	—			—	$	43,119		$	56,015		$	—			—	$	56,015
Accrued rebates		67,925			—			—		67,925			60,974			—			—		60,974
Accrued interest		368			—			—		368			260			—			—		260
Current portion of long-term debt obligations		6,000			—			—		6,000			6,000			—			—		6,000
Accrued expenses and other liabilities		80,999			(5,849	)		—		75,150			71,994			(5,527	)		—		66,467
Total current liabilities		198,411			(5,849	)		—		192,562			195,243			(5,527	)		—		189,716
Deferred income taxes		47,117			3,179			—		50,296			56,330			3,179			—		59,509
Long-term debt—less current portion		579,111			—			—		579,111			580,265			—			—		580,265
Other non-current liabilities		104,784			—			—		104,784			104,073			—			—		104,073
Total liabilities		929,423			(2,670	)		—		926,753			935,911			(2,348	)		—		933,563
Commitments and contingencies (See Note 17)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively		—			—			—		—			—			—			—		—
Class A common stock, $0.001 par value; 1,100,000,000 shares authorized 156,341,203 and 155,967,736 shares issued at December 31, 2023 and September 30, 2023, respectively		156			—			—		156			156			—			—		156
Class B common stock, $0.001 par value; 100,000,000 shares authorized, 0 shares and 100 shares issued and outstanding at December 31, 2023 and September 30, 2023, respectively		—			—			—		—			—			—			—		—
Additional paid‑in capital		1,650,160			—			—		1,650,160			1,662,322			—			—		1,662,322
Accumulated deficit		(19,328	)		(19,901	)		—		(39,229	)		(45,047	)		(19,330	)		—		(64,377	)
Accumulated other comprehensive income (loss)		(1,217	)					—		(1,217	)		1,878						—		1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively		(270,466	)		—			—		(270,466	)		(189,666	)		—			—		(189,666	)
Total stockholders' equity		1,359,305			(19,901	)		—		1,339,404			1,429,643			(19,330	)		—		1,410,313
Total liabilities and stockholders' equity	$	2,288,728		$	(22,571	)	$	—	$	2,266,157		$	2,365,554		$	(21,678	)	$	—	$	2,343,876

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Statements of Comprehensive Income for the three months ended December 31, 2023 and December 31, 2022. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands, except for share and per share amounts).

	Three Months Ended December 31, 2023											Three Months Ended December 31, 2022
Consolidated Statements of Comprehensive Income	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments			As Restated
Net sales	$	240,444		$	—		$	—	$	240,444		$	216,259		$	—		$	—		$	216,259
Cost of sales		149,011			783			—		149,794			168,680			6,192			(800	)		174,072
Gross profit		91,433			(783	)		—		90,650			47,579			(6,192	)		800			42,187
Selling, general and administrative expenses		77,246			—			—		77,246			73,444			—			66			73,510
Loss (gain) on disposal of property, plant and equipment		2,185			—			—		2,185			—			—			(66	)		(66	)
Operating income (loss)		12,002			(783	)		-		11,219			(25,865	)		(6,192	)		800			(31,257	)
Other income and expenses:
Interest expense, net		7,910			—			—		7,910			9,299			—			—			9,299
Gain on sale of business		(38,515	)		—			—		(38,515	)		—			—			—			—
Total other income and expenses		(30,605	)		—			—		(30,605	)		9,299			—			—			9,299
Income (loss) before income taxes		42,607			(783	)		—		41,824			(35,164	)		(6,192	)		800			(40,556	)
Income tax expense (benefit)		16,888			(212	)		—		16,676			(9,328	)		(1,715	)		222			(10,821	)
Net income (loss)	$	25,719		$	(571	)	$	—	$	25,148		$	(25,836	)	$	(4,477	)	$	578		$	(29,735	)
Other comprehensive income (loss):
Unrealized loss due to change in fair value of derivatives, net of tax	$	(3,095	)	$	—		$	—	$	(3,095	)	$	(1,796	)	$	—		$	—		$	(1,796	)
Total other comprehensive income (loss)		(3,095	)		—			—		(3,095	)		(1,796	)		—			—			(1,796	)
Comprehensive income (loss)	$	22,624		$	(571	)	$	—	$	22,053		$	(27,632	)	$	(4,477	)	$	578		$	(31,531	)
Net income (loss) per common share:
Basic	$	0.17		$	—		$	—	$	0.17		$	(0.17	)	$	(0.03	)	$	0.00		$	(0.20	)
Diluted		0.17			—			—		0.17			(0.17	)		(0.03	)		0.00			(0.20	)
Weighted-average common shares outstanding:
Basic		147,297,662			—			—		147,297,662			150,877,635			—			—			150,877,635
Diluted		148,876,282			—			—		148,876,282			150,877,635			—			—			150,877,635

The following table presents the effect of the restatement on the Company's previously reported Condensed Consolidated Statements of Cash Flows for the three months ended December 31, 2023 and December 31, 2022. The values as previously reported were derived from the Company’s Original Form 10-Q (in thousands).
 

	Three Months Ended December 31, 2023											Three Months Ended December 31, 2022
Consolidated Statements of Cash Flows	As Reported			Investigation Adjustments			Other Adjustments		As Restated			As Reported			Investigation Adjustments			Other Adjustments			As Restated
Operating activities:
Net income (loss)	$	25,719		$	(571	)	$	—	$	25,148		$	(25,836	)	$	(4,477	)	$	578		$	(29,735	)
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities:
Depreciation		21,773			—			—		21,773			22,002			—			(800	)		21,202
Amortization of intangibles		10,164			—			—		10,164			11,837			—			—			11,837
Non-cash interest expense		412			—			—		412			412			—			—			412
Non-cash lease expense		(48	)		—			—		(48	)		(56	)		—			—			(56	)
Deferred income tax (benefit) provision		(8,192	)		—			—		(8,192	)		1,504			—			—			1,504
Non-cash compensation expense		8,422			—			—		8,422			5,801			—			—			5,801
Fair value adjustment for contingent consideration		—			—			—		—			400			—			—			400
Loss on disposition of property, plant and equipment		2,185			—			—		2,185			(66	)		—			—			(66	)
Gain on sale of business		(38,515	)		—			—		(38,515	)		—			—			—			-
Changes in certain assets and liabilities:																						-
Trade receivables		21,151			—			—		21,151			21,869			—			—			21,869
Inventories		(62,127	)		783			—		(61,344	)		(20,978	)		6,192			—			(14,786	)
Prepaid expenses and other currents assets		(2,031	)		111			—		(1,920	)		(16,711	)		(1,715	)		222			(18,204	)
Accounts payable		(9,319	)		—			—		(9,319	)		13,029			—			—			13,029
Accrued expenses and interest		15,448			(323	)		—		15,125			(7,831	)		—			—			(7,831	)
Other assets and liabilities		(1,330	)		—			—		(1,330	)		1,033			—			—			1,033
Net cash provided by (used in) operating activities		(16,288	)		—			—		(16,288	)		6,409			—			—			6,409
Investing activities:
Purchases of property, plant and equipment		(17,681	)		—			—		(17,681	)		(30,328	)		—			—			(30,328	)
Proceeds from disposition of fixed assets		122			—			—		122			65			—			—			65
Divestiture, net of cash disposed		133,089			—			—		133,089			—			—			—			—
Net cash provided by (used in) investing activities		115,530			—			—		115,530			(30,263	)		—			—			(30,263	)
Financing activities:
Payments on Term Loan Agreement		(1,500	)		—			—		(1,500	)		(1,500	)		—			—			(1,500	)
Repayments of finance lease obligations		(713	)		—			—		(713	)		(650	)		—			—			(650	)
Exercise of vested stock options		3,238			—			—		3,238			—			—			—			-
Cash paid for shares withheld for taxes		(3,822	)		—			—		(3,822	)		(460	)		—			—			(460	)
Purchases of treasury stock		(100,000	)		—			—		(100,000	)		(7,488	)		—			—			(7,488	)
Net cash used in financing activities		(102,797	)		—			—		(102,797	)		(10,098	)		—			—			(10,098	)
Net decrease in cash and cash equivalents		(3,555	)		—			—		(3,555	)		(33,952	)		—			—			(33,952	)
Cash and cash equivalents – Beginning of period		278,314			—			—		278,314			120,817			—			—			120,817
Cash and cash equivalents – End of period	$	274,759		$	—		$	—	$	274,759		$	86,865		$	—		$	—		$	86,865
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	$	7,349		$	—		$	4,054	$	11,403		$	13,020		$	—		$	—		$	13,020
Cash paid for income taxes, net		1,351			—			—		1,351			112			—			—			112
Supplemental non-cash investing and financing disclosure:
Capital expenditures in accounts payable at end of period	$	2,603		$	—		$	—	$	2,603		$	16,275		$	—		$	—		$	16,275
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities		2,460			—			—		2,460			1,968			—			—			1,968

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Revenue (Tables)

3 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Summary of Rebate Activity

The rebate activity was as follows (in thousands):

	Three Months Ended December 31,
	2023			2022
Beginning balance	$	66,958		$	56,542
Rebate expense		22,239			15,716
Rebate payments		(16,804	)		(11,192	)
Ending balance	$	72,393		$	61,066

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Inventories (Tables)

3 Months Ended

Dec. 31, 2023

Inventory Disclosure [Abstract]

Schedule of Inventories

Inventories consisted of the following (in thousands):

in thousands	December 31, 2023		September 30, 2023
	(As Restated)		(As Restated)
Raw materials	$	53,884	$	60,349
Work in process		27,893		33,240
Finished goods		153,501		102,011
Total inventories	$	235,278	$	195,600

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Property, Plant and Equipment - Net (Tables)

3 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Summary of Property, Plant and Equipment - Net

Property, plant and equipment – net consisted of the following (in thousands):

	December 31, 2023			September 30, 2023
	(As Restated)			(As Restated)
Land	$	3,209		$	4,829
Buildings and improvements		103,929			129,191
Manufacturing equipment		595,883			631,594
Computer equipment		32,365			32,392
Furniture and fixtures		6,614			7,290
Vehicles		1,145			1,087
Total property and equipment		743,145			806,383
Construction in progress		79,091			87,348
		822,236			893,731
Accumulated depreciation		(365,732	)		(392,708	)
Total property and equipment – net	$	456,504		$	501,023

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Goodwill and Intangible Assets - Net (Tables)

3 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Summary of Changes in Carrying Amount of Goodwill

Goodwill consisted of the following (in thousands):

	Residential		Commercial			Total
Goodwill before impairment as of September 30, 2023	$	953,882	$	72,589		$	1,026,471
Accumulated impairment losses as of September 30, 2023		—		(32,200	)		(32,200	)
Goodwill, net as of September 30, 2023	$	953,882	$	40,389		$	994,271
Divestiture
Goodwill disposal before impairment		—		(58,655	)		(58,655	)
Accumulated impairment losses		—		32,200			32,200
Goodwill, net disposal		—		(26,455	)		(26,455	)
Goodwill before impairment as of December 31, 2023	$	953,882	$	13,934		$	967,816
Accumulated impairment losses as of December 31, 2023		—		—			—
Goodwill, net as of December 31, 2023	$	953,882	$	13,934		$	967,816

Summary of Finite-lived Intangible Assets

Finite-lived intangible assets consisted of the following (in thousands):

		December 31, 2023
	Lives in Years	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Proprietary knowledge	10 — 15	$	300,400	$	(257,358	)	$	43,042
Trademarks	5 — 20		217,640		(158,382	)		59,258
Customer relationships	12 — 19		156,452		(77,558	)		78,894
Patents	9 — 10		8,500		(6,138	)		2,362
Other intangibles	3 — 15		4,076		(4,028	)		48
Total intangible assets		$	687,068	$	(503,464	)	$	183,604

September 30, 2023

	Lives in Years	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Propriety knowledge	10 — 15	$	300,400	$	(253,608	)	$	46,792
Trademarks	5 — 20		230,240		(164,759	)		65,481
Customer relationships	12 — 19		176,852		(92,268	)		84,584
Patents	9 — 10		8,500		(5,913	)		2,587
Other intangible assets	3 — 15		4,076		(4,023	)		53
Total intangible assets		$	720,068	$	(520,571	)	$	199,497

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Composition of Certain Balance Sheet Accounts (Tables)

3 Months Ended

Dec. 31, 2023

Composition Of Certain Balance Sheet Accounts Disclosure [Abstract]

Summary of Allowance for Doubtful Accounts

Allowance for doubtful accounts consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
Beginning balance	$	1,773		$	1,397
Provision		(433	)		277
Divestiture		(32	)		—
Ending balance	$	1,308		$	1,674

Schedule of Accrued Expenses and Other Liabilities

Accrued expenses consisted of the following (in thousands):

	December 31, 2023		September 30, 2023
	(As Restated)		(As Restated)
Taxes	$	22,319	$	1,433
Employee related liabilities		20,673		34,313
Marketing		4,799		3,868
Lease liability - operating		4,559		4,180
Customer deposits		3,771		4,152
Warranty		3,740		3,556
Lease liability - finance		2,829		2,777
Freight		1,833		1,242
Utilities		1,802		2,141
Professional fees		1,706		2,073
Construction in progress		1,530		2,863
Commissions		873		991
Other		4,716		2,878
Total accrued expenses and other current liabilities	$	75,150	$	66,467

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Debt (Tables)

3 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Summary of Long-term Debt

Debt consisted of the following (in thousands):

	December 31, 2023			September 30, 2023
Term Loan due April 28, 2029 — SOFR + 2.50% + 0.1% (7.96% at December 31, 2023 and 7.92% at September 30, 2023)	$	592,500		$	594,000
Revolving Credit Facility through March 31, 2026 - SOFR + 0.1%		—			—
Total		592,500			594,000
Less unamortized deferred financing costs		(3,818	)		(3,996	)
Less unamortized original issue discount		(3,571	)		(3,739	)
Less current portion		(6,000	)		(6,000	)
Long-term debt—less current portion and unamortized    deferred financing costs	$	579,111		$	580,265

Summary of Interest Expense

Interest expense consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
Interest expense:
Term Loan Agreement	$	11,358		$	8,916
Revolving Credit Facility		150			151
Other		1,123			1,109
Amortization - Deferred financing costs
Term Loan Agreement		179			179
Revolving Credit Facility		66			66
Amortization - Original issue discount
Term Loan Agreement		167			167
Capitalized interest		(1,079	)		(1,289	)
Interest expense		11,964			9,299
Interest income		(4,054	)		—
Interest expense, net	$	7,910		$	9,299

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Product Warranties (Tables)

3 Months Ended

Dec. 31, 2023

Product Warranties Disclosures [Abstract]

Summary of Warranty Reserve Activity

Warranty coverage depends on the product involved. The warranty reserve activity consisted of the following (in thousands):

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Beginning balance	$	17,012		$	16,145
Adjustments to reserve		(388	)		(126	)
Warranty claims payment		(782	)		(465	)
Ending balance		15,842			15,554
Current portion of accrued warranty		(3,740	)		(3,508	)
Accrued warranty – less current portion	$	12,102		$	12,046

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Leases (Tables)

3 Months Ended

Dec. 31, 2023

Leases [Abstract]

Summary of Lease Assets and Lease Liabilities

Lease assets and lease liabilities as of December 31, 2023 and September 30, 2023 were as follows (in thousands):

Leases	Classification on Balance Sheet	December 31, 2023		September 30, 2023
Assets
ROU operating lease assets	Other assets	$	16,068	$	15,423
ROU finance lease assets	Other assets		70,554		71,529
Total lease assets		$	86,622	$	86,952
Liabilities
Current
Operating	Accrued expenses and other liabilities	$	4,559	$	4,180
Finance	Accrued expenses and other liabilities		2,829		2,777
Non-Current
Operating	Other non-current liabilities		13,916		13,699
Finance	Other non-current liabilities		75,276		75,718
Total lease liabilities		$	96,580	$	96,374

Components of Lease Expense

The components of lease expense for the three months ended December 31, 2023 and 2022 were as follows:

	Three Months Ended December 31,
(in thousands)	2023			2022
Operating lease expense	$	1,478		$	1,501
Finance lease amortization of assets		1,301			1,248
Finance lease interest on lease liabilities		1,107			1,092
Short term		86			103
Sublease income		(28	)		(71	)
Total lease expense	$	3,944		$	3,873

Supplemental Information Related to Leases

The tables below present supplemental information related to leases as of December 31, 2023 and September 30, 2023:

Weighted-average remaining lease term (years)	December 31, 2023			September 30, 2023
Operating leases		6.4			6.8
Finance leases		25.3			25.4
Weighted-average discount rate
Operating leases		4.7	%		4.4	%
Finance leases		5.8	%		5.8	%

Summary of Maturities of Lease Liabilities

The following table summarizes the maturities of lease liabilities at December 31, 2023:

(in thousands)	Operating Leases			Finance Leases			Total
2024	$	4,045		$	5,358		$	9,403
2025		4,719			7,105			11,824
2026		2,844			6,942			9,786
2027		2,105			6,480			8,585
2028		1,841			5,278			7,119
Thereafter		6,071			117,012			123,083
Total lease payments		21,625			148,175			169,800
Less: interest		(3,150	)		(70,070	)		(73,220	)
Present value of lease liability	$	18,475		$	78,105		$	96,580

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Fair Value Of Financial Instruments (Tables)

3 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Summary of Fair Values of Interest Rate Derivative Instruments as well as Classification on Balance Sheet

The following table provides the fair values of the interest rate derivative instruments as well as their classification on the Balance Sheet as of December 31, 2023 and September 30, 2023 (in thousands):

			Fair Value as of
	Fair Value Hierarchy	Balance Sheet Location	December 31, 2023		September 30, 2023
Assets
Interest rate swaps	Level 2	Other current assets	$	677	$	2,558
Liabilities
Interest rate swaps	Level 2	Other non-current liabilities	$	2,300	$	65

Summary of Effects of Interest Rate Derivative Instruments

The following table summarizes the effects of the interest rate derivative instruments on Accumulated other comprehensive income (loss) for the three months ended December 31, 2023 and 2022 (in thousands):

	Before-tax Amount			Income Tax Expense			Net of Tax Amount
Balance - September 30, 2023	$	2,493		$	615		$	1,878
Amount of loss recognized in other comprehensive income (loss)		(3,437	)		(840	)		(2,596	)
Amount of gain reclassified from accumulated other comprehensive income (loss) into net income (loss)		(678	)		(180	)		(499	)
Balance - December 31, 2023	$	(1,622	)	$	(405	)	$	(1,217	)

	Before-tax Amount			Income Tax Expense			Net of Tax Amount
Balance - September 30, 2022	$	—		$	—		$	—
Amount of loss recognized in other comprehensive income (loss)		(2,544	)		(674	)		(1,870	)
Amount of loss reclassified from accumulated other comprehensive income (loss) into net income (loss)		101			27			74
Balance - December 31, 2022	$	(2,443	)	$	(647	)	$	(1,796	)

Summary of Carrying Values and the Estimated Fair Values of the Debt Financial Instruments

The carrying values and the estimated fair values of the debt financial instruments (Level 2 measurements) consisted of the following (in thousands):

	December 31, 2023				September 30, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Term Loan due April 28, 2029	$	592,500	$	596,944	$	594,000	$	595,485

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Segments (Tables)

3 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Summary of Residential and Commercial Segment Reporting Information

The segment data below includes data for Residential and Commercial for the three months ended December 31, 2023 and 2022 (in thousands).

	Three Months Ended December 31,
	2023			2022
	(As Restated)			(As Restated)
Net sales to customers
Residential	$	223,000		$	179,484
Commercial		17,444			36,775
Total	$	240,444		$	216,259
Adjusted EBITDA
Residential (1)	$	51,979		$	3,754
Commercial		2,905			5,154
Total Adjusted EBITDA for reporting segments	$	54,884		$	8,908
Adjustments to Income before income tax provision
Depreciation and amortization		(31,937	)		(33,040	)
Stock-based compensation costs		(8,468	)		(3,957	)
Acquisition and divestiture costs (2)		(492	)		(2,954	)
Gain on sale of business (3)		38,515			—
Other costs (4)		(2,768	)		(214	)
Interest expense, net		(7,910	)		(9,299	)
Income (loss) before income tax provision	$	41,824		$	(40,556	)

(1)Effective as of December 31, 2023, Residential segment Adjusted EBITDA includes all corporate expenses, such as selling, general and administrative costs related to our corporate offices, including payroll and other professional fees. The prior period has been recast to reflect the change.

(2)Acquisition and divestiture costs reflect costs related to divestiture of $0.5 million for both the three months ended December 31, 2023 and 2022, respectively, and costs directly related to completed acquisitions of $2.4 million in the three months ended December 31, 2022.

(3)Gain on sale of business relates to the sale of the Vycom business.

(4)Other costs reflect costs related to the removal of dispensable equipment resulting from a modification of our manufacturing process of $2.4 million in the three months ended December 31, 2023, reduction in workforce costs of $0.3 million in the three months ended December 31, 2023, and costs for legal expenses of $0.1 million and $0.2 million in the three months ended December 31, 2023 and 2022, respectively.

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Stock-Based Compensation (Tables)

3 Months Ended

Dec. 31, 2023

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Share-Based Payment Award Valuation Assumptions

The following table sets forth the significant assumptions used for the calculation of stock-based compensation expense for the three months ended December 31, 2023 and 2022:

	December 15, 2023 Grant Date			December 12, 2022 Grant Date
Risk-free interest rate		3.93	%		3.77	%
Expected volatility		40.00	%		40.00	%
Expected term (in years)		6.00			6.00
Expected dividend yield		0.00	%		0.00	%

Performance Shares [Member]

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Share-Based Compensation Stock Options Activity

The following table summarizes the performance-based stock option activity for the three months ended December 31, 2023:

	Number of Shares				Weighted Average Exercise Price Per Share		Weighted Average Remaining Contract Term		Aggregate Intrinsic Value
							(in years)		(in thousands)
Outstanding at October 1, 2023		1,114,261		$		23.00
Granted		—				—
Exercised		(60,261	)			23.00
Cancelled/Forfeited		—				—
Outstanding at December 31, 2023		1,054,000				23.00		6.4		16,074
Vested and exercisable at December 31, 2023		1,054,000		$		23.00		6.4		16,074

Service Based Stock Option Activity [Member]

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Share-Based Compensation Stock Options Activity

The following table summarizes the service-based stock option activity for the three months ended December 31, 2023:

	Number of Shares				Weighted Average Exercise Price Per Share		Weighted Average Remaining Contract Term		Aggregate Intrinsic Value
							(in years)		(in thousands)
Outstanding at October 1, 2023		3,361,707		$		25.43
Granted		138,731				38.15
Exercised		(76,624	)			24.17
Cancelled/Forfeited		—				—
Outstanding at December 31, 2023		3,423,814				25.97		7.0		43,493
Vested and exercisable at December 31, 2023		2,475,222		$		24.78		6.7		33,921

Service Based Restricted Stock [Member]

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Non-Vested Restricted Stock Activity

A summary of the service-based restricted stock awards activity during the three months ended December 31, 2023 was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		82,481		$		23.00
Granted		—				—
Vested		(6,845	)			23.00
Forfeited		—				—
Outstanding and unvested at December 31, 2023		75,636		$		23.00

Schedule of Unvested Restricted Stock Units

A summary of the service-based restricted stock unit awards activity for the three months ended December 31, 2023 was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		786,096		$		25.42
Granted		204,796				38.12
Vested		(224,591	)			28.14
Forfeited		(2,102	)			24.85
Outstanding and unvested at December 31, 2023		764,199		$		28.01

Performance Based Restricted Stock [Member]

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Non-Vested Restricted Stock Activity

A summary of the performance-based restricted stock unit awards activity for the three months ended December 31, 2023 presented at target was as follows:

	Number of Shares				Weighted Average Grant Date Fair Value
Outstanding and unvested at October 1, 2023		508,622		$		26.72
Granted		215,462				38.15
Vested		(123,821	)			34.82
Forfeited		(3,308	)			28.01
Outstanding and unvested at December 31, 2023		596,955		$		28.91

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Earnings Per Share (Tables)

3 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Summary of Computation of Basic And Diluted Earnings Per Share

The following table sets forth the computation of the Company’s basic and diluted EPS attributable to common stockholders (in thousands, except share and per share amounts):

	Three Months Ended December 31,
	2023		2022
	(As Restated)		(As Restated)
Numerator:
Net income (loss)	$	25,148	$	(29,735	)
Net income (loss) attributable to   common stockholders   - basic and diluted	$	25,148	$	(29,735	)
Denominator:
Weighted-average shares of common stock
Basic		147,297,662		150,877,635
Diluted		148,876,282		150,877,635
Net income (loss) per share attributable   to common stockholders:
Net income (loss) per common share - basic	$	0.17	$	(0.20	)
Net income (loss) per common share - diluted	$	0.17	$	(0.20	)

Summary of Antidilutive Securities Excluded From Computation of Earnings Per Share

The following table includes the number of shares that may be dilutive common shares in the future, and were not included in the computation of diluted net income per share because the effect was anti-dilutive:

	Three Months Ended December 31,
	2023		2022
Stock Options		547,890		5,010,161
Restricted Stock Units		108,736		531,462

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Condensed Financial Information of Registrant (Parent Company Only) (Tables) - Parent Company [Member]

3 Months Ended

Dec. 31, 2023

Schedule of Balance Sheets

The AZEK Company Inc. (parent company only)

Balance Sheets

(In thousands of U.S. dollars, except for share and per share amounts)

	December 31, 2023			September 30, 2023
	(As Restated)			(As Restated)
ASSETS:
Non-current assets:
Investments in subsidiaries	$	1,339,404		$	1,410,313
Total non-current assets		1,339,404			1,410,313
Total assets	$	1,339,404		$	1,410,313
LIABILITIES AND STOCKHOLDERS’ EQUITY:
Total liabilities	$	—		$	—
Stockholders’ equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares    issued or outstanding at December 31, 2023 and September 30, 2023,    respectively		—			—
Class A common stock, $0.001 par value; 1,100,000,000 shares authorized,    156,341,203 and 155,967,736 shares issued at December 31, 2023 and    September 30, 2023, respectively		156			156
Class B common stock, $0.001 par value; 100,000,000 shares authorized,    0 shares and 100 shares issued and outstanding at December 31, 2023 and    September 30, 2023, respectively		—			—
Additional paid‑in capital		1,650,160			1,662,322
Accumulated deficit		(39,229	)		(64,377	)
Accumulated other comprehensive income (loss)		(1,217	)		1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31,    2023 and September 30, 2023, respectively		(270,466	)		(189,666	)
Total stockholders’ equity		1,339,404			1,410,313
Total liabilities and stockholders’ equity	$	1,339,404		$	1,410,313

Schedule of Statements of Comprehensive Income (Loss)

	Three Months Ended December 31,
	2023		2022
	(As Restated)		(As Restated)
Net income (loss) of subsidiaries	$	25,148	$	(29,735	)
Net income (loss) of subsidiaries	$	25,148	$	(29,735	)
Comprehensive income (loss)	$	22,053	$	(31,531	)

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Organization and Summary of Significant Accounting Policies - Restatement of Previously Filed Financial Statements - Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2022
Current assets:
Cash and cash equivalents	$ 274,759	$ 278,314
Trade receivables, net of allowances	32,398	57,660
Inventories	235,278	195,600
Prepaid expenses	16,528	13,595
Other current assets	11,844	16,123
Total current assets	570,807	561,292
Property, plant and equipment - net	456,504	501,023
Goodwill	967,816	994,271
Intangible assets - net	183,604	199,497
Other assets	87,426	87,793
Total assets	2,266,157	2,343,876
Current liabilities:
Accounts payable	43,119	56,015
Accrued rebates	67,925	60,974	$ 54,600
Accrued interest	368	260
Current portion of long-term debt obligations	6,000	6,000
Accrued expenses and other liabilities	75,150	66,467
Total current liabilities	192,562	189,716
Deferred income taxes	50,296	59,509
Long-term debt—less current portion	579,111	580,265
Other non-current liabilities	104,784	104,073
Total liabilities	926,753	933,563
Commitments and contingencies (See Note 17)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively
Additional paid‑in capital	1,650,160	1,662,322
Accumulated deficit	(39,229)	(64,377)
Accumulated other comprehensive income (loss)	(1,217)	1,878	(1,796)
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively	(270,466)	(189,666)
Total stockholders' equity	1,339,404	1,410,313	$ 1,395,137	$ 1,430,707
Total liabilities and stockholders' equity	2,266,157	2,343,876
Common Class A [Member]
Stockholders' equity:
Common stock	156	156
As Reported [Member]
Current assets:
Cash and cash equivalents	274,759	278,314
Trade receivables, net of allowances	32,398	57,660
Inventories	261,562	221,101
Prepaid expenses	16,528	13,595
Other current assets	8,131	12,300
Total current assets	593,378	582,970
Property, plant and equipment - net	456,504	501,023
Goodwill	967,816	994,271
Intangible assets - net	183,604	199,497
Other assets	87,426	87,793
Total assets	2,288,728	2,365,554
Current liabilities:
Accounts payable	43,119	56,015
Accrued rebates	67,925	60,974
Accrued interest	368	260
Current portion of long-term debt obligations	6,000	6,000
Accrued expenses and other liabilities	80,999	71,994
Total current liabilities	198,411	195,243
Deferred income taxes	47,117	56,330
Long-term debt—less current portion	579,111	580,265
Other non-current liabilities	104,784	104,073
Total liabilities	929,423	935,911
Commitments and contingencies (See Note 17)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively
Additional paid‑in capital	1,650,160	1,662,322
Accumulated deficit	(19,328)	(45,047)
Accumulated other comprehensive income (loss)	(1,217)	1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively	(270,466)	(189,666)
Total stockholders' equity	1,359,305	1,429,643
Total liabilities and stockholders' equity	2,288,728	2,365,554
As Reported [Member] | Common Class A [Member]
Stockholders' equity:
Common stock	156	156
Investigation Adjustments [Member]
Current assets:
Inventories	(26,284)	(25,501)
Other current assets	3,713	3,823
Total current assets	(22,571)	(21,678)
Total assets	(22,571)	(21,678)
Current liabilities:
Accrued expenses and other liabilities	(5,849)	(5,527)
Total current liabilities	(5,849)	(5,527)
Deferred income taxes	3,179	3,179
Total liabilities	(2,670)	(2,348)
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively
Accumulated deficit	(19,901)	(19,330)
Total stockholders' equity	(19,901)	(19,330)
Total liabilities and stockholders' equity	$ (22,571)	$ (21,678)

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Organization and Summary of Significant Accounting Policies - Restatement of Previously Filed Financial Statements - Consolidated Balance Sheets (Parenthetical) (Detail) - $ / shares	Dec. 31, 2023	Sep. 30, 2023
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Preferred stock, par value per share	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares issued	156,341,203	155,967,736
Treasury stock, shares	10,560,030	8,268,423
Common Class A [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	1,100,000,000	1,100,000,000
Common stock, shares issued	156,341,203	155,967,736
Common Class B [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	0	100
Common stock, shares outstanding	0	100

XML

Organization and Summary of Significant Accounting Policies - Restatement of Previously Filed Financial Statements - Consolidated Statements of Comprehensive Income (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net sales	$ 240,444	$ 216,259
Cost of sales	149,794	174,072
Gross profit	90,650	42,187
Selling, general and administrative expenses	77,246	73,510
Loss (gain) on disposal of property, plant and equipment	2,185	(66)
Operating income (loss)	11,219	(31,257)
Other income and expenses:
Interest expense, net	7,910	9,299
Gain on sale of business	(38,515)
Total other income and expenses	(30,605)	9,299
Income (loss) before income taxes	41,824	(40,556)
Income tax expense (benefit)	16,676	(10,821)
Net income (loss)	25,148	(29,735)
Other comprehensive income (loss):
Unrealized loss due to change in fair value of derivatives, net of tax	(3,095)	(1,796)
Total other comprehensive income (loss)	(3,095)	(1,796)
Comprehensive income (loss)	$ 22,053	$ (31,531)
Net income (loss) per common share:
Basic	$ 0.17	$ (0.2)
Diluted	$ 0.17	$ (0.2)
Weighted-average common shares outstanding:
Basic	147,297,662	150,877,635
Diluted	148,876,282	150,877,635
As Reported [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net sales	$ 240,444	$ 216,259
Cost of sales	149,011	168,680
Gross profit	91,433	47,579
Selling, general and administrative expenses	77,246	73,444
Loss (gain) on disposal of property, plant and equipment	2,185
Operating income (loss)	12,002	(25,865)
Other income and expenses:
Interest expense, net	7,910	9,299
Gain on sale of business	(38,515)
Total other income and expenses	(30,605)	9,299
Income (loss) before income taxes	42,607	(35,164)
Income tax expense (benefit)	16,888	(9,328)
Net income (loss)	25,719	(25,836)
Other comprehensive income (loss):
Unrealized loss due to change in fair value of derivatives, net of tax	(3,095)	(1,796)
Total other comprehensive income (loss)	(3,095)	(1,796)
Comprehensive income (loss)	$ 22,624	$ (27,632)
Net income (loss) per common share:
Basic	$ 0.17	$ (0.17)
Diluted	$ 0.17	$ (0.17)
Weighted-average common shares outstanding:
Basic	147,297,662	150,877,635
Diluted	148,876,282	150,877,635
Investigation Adjustments [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Cost of sales	$ 783	$ 6,192
Gross profit	(783)	(6,192)
Operating income (loss)	(783)	(6,192)
Other income and expenses:
Income (loss) before income taxes	(783)	(6,192)
Income tax expense (benefit)	(212)	(1,715)
Net income (loss)	(571)	(4,477)
Other comprehensive income (loss):
Comprehensive income (loss)	$ (571)	$ (4,477)
Net income (loss) per common share:
Basic		$ (0.03)
Diluted		$ (0.03)
Other Adjustments [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Cost of sales		$ (800)
Gross profit		800
Selling, general and administrative expenses		66
Loss (gain) on disposal of property, plant and equipment		(66)
Operating income (loss)		800
Other income and expenses:
Income (loss) before income taxes		800
Income tax expense (benefit)		222
Net income (loss)		578
Other comprehensive income (loss):
Comprehensive income (loss)		$ 578
Net income (loss) per common share:
Basic		$ 0
Diluted		$ 0

XML

Organization and Summary of Significant Accounting Policies - Restatement of Previously Filed Financial Statements - Consolidated Statements of Cash Flows (Detail) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Operating activities:
Net Income (Loss)	$ 25,148	$ (29,735)
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities:
Depreciation	21,773	21,202
Amortization of intangibles	10,164	11,837
Non-cash interest expense	412	412
Non-cash lease expense	(48)	(56)
Deferred income tax (benefit) provision	(8,192)	1,504
Non-cash compensation expense	8,422	5,801
Fair value adjustment for contingent consideration		400
Loss on disposition of property, plant and equipment	2,185	(66)
Gain on sale of business	(38,515)
Changes in certain assets and liabilities:
Trade receivables	21,151	21,869
Inventories	(61,344)	(14,786)
Prepaid expenses and other currents assets	(1,920)	(18,204)
Accounts payable	(9,319)	13,029
Accrued expenses and interest	15,125	(7,831)
Other assets and liabilities	(1,330)	1,033
Net cash provided by (used in) operating activities	(16,288)	6,409
Investing activities:
Purchases of property, plant and equipment	(17,681)	(30,328)
Proceeds from disposition of fixed assets	122	65
Divestiture, net of cash disposed	133,089
Net cash provided by (used in) investing activities	115,530	(30,263)
Financing activities:
Payments on Term Loan Agreement	(1,500)	(1,500)
Repayments of finance lease obligations	(713)	(650)
Exercise of vested stock options	3,238
Cash paid for shares withheld for taxes	(3,822)	(460)
Purchases of treasury stock	(100,000)	(7,488)
Net cash used in financing activities	(102,797)	(10,098)
Net decrease in cash and cash equivalents	(3,555)	(33,952)
Cash and cash equivalents – Beginning of period	278,314	120,817	$ 120,817
Cash and cash equivalents – End of period	274,759	86,865	278,314
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	11,403	13,020
Cash paid for income taxes, net	1,351	112
Supplemental non-cash investing and financing disclosure:
Capital expenditures in accounts payable at end of period	2,603	16,275
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities	2,460	1,968
As Reported [Member]
Operating activities:
Net Income (Loss)	25,719	(25,836)
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities:
Depreciation	21,773	22,002
Amortization of intangibles	10,164	11,837
Non-cash interest expense	412	412
Non-cash lease expense	(48)	(56)
Deferred income tax (benefit) provision	(8,192)	1,504
Non-cash compensation expense	8,422	5,801
Fair value adjustment for contingent consideration		400
Loss on disposition of property, plant and equipment	2,185	(66)
Gain on sale of business	(38,515)
Changes in certain assets and liabilities:
Trade receivables	21,151	21,869
Inventories	(62,127)	(20,978)
Prepaid expenses and other currents assets	(2,031)	(16,711)
Accounts payable	(9,319)	13,029
Accrued expenses and interest	15,448	(7,831)
Other assets and liabilities	(1,330)	1,033
Net cash provided by (used in) operating activities	(16,288)	6,409
Investing activities:
Purchases of property, plant and equipment	(17,681)	(30,328)
Proceeds from disposition of fixed assets	122	65
Divestiture, net of cash disposed	133,089
Net cash provided by (used in) investing activities	115,530	(30,263)
Financing activities:
Payments on Term Loan Agreement	(1,500)	(1,500)
Repayments of finance lease obligations	(713)	(650)
Exercise of vested stock options	3,238
Cash paid for shares withheld for taxes	(3,822)	(460)
Purchases of treasury stock	(100,000)	(7,488)
Net cash used in financing activities	(102,797)	(10,098)
Net decrease in cash and cash equivalents	(3,555)	(33,952)
Cash and cash equivalents – Beginning of period	278,314	120,817	120,817
Cash and cash equivalents – End of period	274,759	86,865	$ 278,314
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	7,349	13,020
Cash paid for income taxes, net	1,351	112
Supplemental non-cash investing and financing disclosure:
Capital expenditures in accounts payable at end of period	2,603	16,275
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities	2,460	1,968
Investigation Adjustments [Member]
Operating activities:
Net Income (Loss)	(571)	(4,477)
Changes in certain assets and liabilities:
Inventories	783	6,192
Prepaid expenses and other currents assets	111	(1,715)
Accrued expenses and interest	(323)
Other Adjustments [Member]
Operating activities:
Net Income (Loss)		578
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities:
Depreciation		(800)
Changes in certain assets and liabilities:
Prepaid expenses and other currents assets		$ 222
Supplemental cash flow disclosure:
Cash paid for interest, net of amounts capitalized	$ 4,054

XML

Organization and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Research and development expenses	$ 3,100	$ 2,100
Net income	(25,148)	29,735
Accumulated deficit	(39,229)		$ (64,377)
Impact of Restatement [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income	$ (600)	$ (3,900)
Accumulated deficit			$ (19,300)	$ (13,700)

XML

Revenue - Additional Information (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Accrued rebates	$ 67,925	$ 60,974	$ 54,600
Contra trade receivable	$ 4,500		$ 6,500

XML

Revenue - Summary of Rebate Activity (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Beginning balance	$ 66,958	$ 56,542
Rebate expense	22,239	15,716
Rebate payments	(16,804)	(11,192)
Ending balance	$ 72,393	$ 61,066

XML

Divestiture - Additional Information (Detail) - USD ($) $ in Thousands		3 Months Ended
	Nov. 01, 2023	Dec. 31, 2023
Business Acquisition [Line Items]
Gain on sale of business		$ 38,515
Vycom Business [Member]
Business Acquisition [Line Items]
Sales transaction closing date	Nov. 01, 2023
Net proceeds from sale of business	$ 133,100
Gain on sale of business	$ 38,500

XML

Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 53,884	$ 60,349
Work in process	27,893	33,240
Finished goods	153,501	102,011
Total inventories	$ 235,278	$ 195,600

XML

Property, Plant and Equipment - Net - Summary of Property, Plant and Equipment - Net (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Land	$ 3,209	$ 4,829
Buildings and improvements	103,929	129,191
Manufacturing equipment	595,883	631,594
Computer equipment	32,365	32,392
Furniture and fixtures	6,614	7,290
Vehicles	1,145	1,087
Property Plant and Equipment Excluding Construction in Progress Gross	743,145	806,383
Construction in progress	79,091	87,348
Property and Equipment, Gross	822,236	893,731
Accumulated depreciation	(365,732)	(392,708)
Total property and equipment – net	$ 456,504	$ 501,023

XML

Property, Plant and Equipment - Net - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ 20.5	$ 20.0
Interest Capitalized	$ 1.1	$ 1.3

XML

Goodwill and Intangible Assets - Net - Summary of Changes in Carrying Amount of Goodwill (Detail) $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($)
Goodwill [Line Items]
Goodwill before impairment, beginning balance	$ 1,026,471
Accumulated impairment losses, beginning balance	(32,200)
Goodwill net, beginning balance	994,271
Divestiture - Goodwill disposal before impairment	(58,655)
Divestiture - Accumulated impairment losses	32,200
Divestiture - Goodwill, net disposal	(26,455)
Goodwill before impairment, ending balance	967,816
Goodwill net, ending balance	967,816
Residential [Member]
Goodwill [Line Items]
Goodwill before impairment, beginning balance	953,882
Goodwill net, beginning balance	953,882
Goodwill before impairment, ending balance	953,882
Goodwill net, ending balance	953,882
Commercial [Member]
Goodwill [Line Items]
Goodwill before impairment, beginning balance	72,589
Accumulated impairment losses, beginning balance	(32,200)
Goodwill net, beginning balance	40,389
Divestiture - Goodwill disposal before impairment	(58,655)
Divestiture - Accumulated impairment losses	32,200
Divestiture - Goodwill, net disposal	(26,455)
Goodwill before impairment, ending balance	13,934
Goodwill net, ending balance	$ 13,934

XML

Goodwill and Intangible Assets - Net - Additional Information (Detail) - USD ($)	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Indefinite lived intangible assets other than goodwill	$ 0		$ 0
Amortization expense	$ 10,164,000	$ 11,837,000
Remaining weighted-average amortization period for acquired intangible assets	11 years 1 month 6 days

XML

Goodwill and Intangible Assets - Net - Summary of Finite-Lived Intangible Assets (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 687,068	$ 720,068
Accumulated Amortization	(503,464)	(520,571)
Net Carrying Value	183,604	199,497
Proprietary Knowledge [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	300,400
Accumulated Amortization	(257,358)
Net Carrying Value	43,042
Propriety Knowledge [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value		300,400
Accumulated Amortization		(253,608)
Net Carrying Value		46,792
Trademarks [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	217,640	230,240
Accumulated Amortization	(158,382)	(164,759)
Net Carrying Value	59,258	65,481
Customer Relationships [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	156,452	176,852
Accumulated Amortization	(77,558)	(92,268)
Net Carrying Value	78,894	84,584
Patents [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	8,500	8,500
Accumulated Amortization	(6,138)	(5,913)
Net Carrying Value	2,362	2,587
Other Intangibles [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	4,076	4,076
Accumulated Amortization	(4,028)	(4,023)
Net Carrying Value	$ 48	$ 53
Minimum [Member] | Proprietary Knowledge [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	10 years
Minimum [Member] | Propriety Knowledge [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life		10 years
Minimum [Member] | Trademarks [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	5 years	5 years
Minimum [Member] | Customer Relationships [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	12 years	12 years
Minimum [Member] | Patents [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	9 years	9 years
Minimum [Member] | Other Intangibles [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	3 years	3 years
Maximum [Member] | Proprietary Knowledge [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	15 years
Maximum [Member] | Propriety Knowledge [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life		15 years
Maximum [Member] | Trademarks [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	20 years	20 years
Maximum [Member] | Customer Relationships [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	19 years	19 years
Maximum [Member] | Patents [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	10 years	10 years
Maximum [Member] | Other Intangibles [Member]
Finite Lived Intangible Assets [Line Items]
Acquired finite lived intangible asset useful life	15 years	15 years

XML

Composition of Certain Balance Sheet Accounts - Summary of Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Allowance for Credit Loss [Abstract]
Beginning balance	$ 1,773	$ 1,397
Provision	(433)	277
Divestiture	(32)
Ending balance	$ 1,308	$ 1,674

XML

Composition of Certain Balance Sheet Accounts - Summary of Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Accrued Liabilities and Other Liabilities [Abstract]
Employee related liabilities	$ 20,673	$ 34,313
Taxes	22,319	1,433
Lease liability - operating	4,559	4,180
Customer deposits	3,771	4,152
Marketing	4,799	3,868
Lease liability - finance	$ 2,829	$ 2,777
Finance Lease Liability Current Statement Of Financial Position [Extensible List]	Total accrued expenses and other current liabilities	Total accrued expenses and other current liabilities
Warranty	$ 3,740	$ 3,556
Freight	1,833	1,242
Utilities	1,802	2,141
Commissions	873	991
Professional fees	1,706	2,073
Construction in progress	1,530	2,863
Other	4,716	2,878
Total accrued expenses and other current liabilities	$ 75,150	$ 66,467

XML

Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Debt Instrument [Line Items]
Long-term Debt, Gross	$ 592,500	$ 594,000
Less unamortized deferred financing costs	(3,818)	(3,996)
Less unamortized original issue discount	(3,571)	(3,739)
Less current portion	(6,000)	(6,000)
Long-term debt—less current portion and unamortized deferred financing costs	579,111	580,265
Term Loan [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	592,500	594,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Less unamortized deferred financing costs	$ (600)	$ (700)

XML

Debt - Summary of Long-Term Debt (Detail) (Parenthetical)	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023
Term Loan Agreement
Debt Instrument [Line Items]
Debt instrument maturity date	Apr. 28, 2029
Debt instrument, description of variable rate basis	SOFR + 2.50% + 0.1	SOFR + 2.50% + 0.1
Debt instrument, basis spread on variable rate	2.50%	2.50%
Debt instrument rate	7.96%	7.92%
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument maturity date	Mar. 31, 2026
Debt instrument, description of variable rate basis	SOFR + 0.1%	SOFR + 0.1%
Debt instrument, basis spread on variable rate	0.10%	0.10%

XML

Debt - Additional Information (Detail) - USD ($)		3 Months Ended		9 Months Ended	12 Months Ended
	Jan. 26, 2023	Dec. 31, 2023	Dec. 31, 2022	Jun. 30, 2023	Sep. 30, 2023
Debt Instrument [Line Items]
Long-term Debt, Gross		$ 592,500,000			$ 594,000,000
Deferred financing cost		$ 3,818,000			$ 3,996,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument maturity date		Mar. 31, 2026
Debt instrument, basis spread on variable rate		0.10%			0.10%
Deferred financing cost		$ 600,000			$ 700,000
Aggregate maximum borrowing capacity		150,000,000
Outstanding letters of credit		2,200,000			$ 2,800,000
Available borrowing capacity		$ 100,000,000
Debt instrument interest rate description				(i) for ABR borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the Adjusted Term SOFR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points, based on average historical availability, or (ii) for SOFR borrowings, the Adjusted Term SOFR plus a spread of 125 to 175 basis points, based on average historical availability.
Debt instrument, description of variable rate basis		SOFR + 0.1%			SOFR + 0.1%
Line of credit facility, commitment fee description		If the average daily used percentage is greater than 50%, the commitment fee equals 25 basis points, and if the average daily used percentage is less than or equal to 50%, the commitment fee equals 37.5 basis points.
Line of credit facility, commitment fee amount		$ 100,000	$ 100,000
Debt instrument, covenant description		(i) 10% of the lesser of the aggregate commitments under the Revolving Credit Facility and the borrowing base, and (ii) $12.5 million.
Revolving Credit Facility [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt instrument maturity date		Mar. 31, 2026
Revolving Credit Facility [Member] | The AZEK Group LLC
Debt Instrument [Line Items]
Outstanding letters of credit		$ 0			$ 0
Available borrowing capacity		$ 147,800,000
Debt instrument, covenant description		The AZEK Group LLC is also required to make mandatory prepayments (i) when aggregate borrowings exceed commitments or the applicable borrowing base and (ii) during “cash dominion,” which occurs if (a) the availability under the Revolving Credit Facility is less than the greater of (i) $12.5 million and (ii) 10% of the lesser of (x) $150.0 million and (y) the borrowing base, for five consecutive business days or (b) certain events of default have occurred and are continuing.
Revolving Credit Facility [Member] | The AZEK Group LLC | Maximum [Member]
Debt Instrument [Line Items]
Maximum fixed charge coverage ratio		100
Revolving Credit Facility [Member] | The AZEK Group LLC | Minimum [Member]
Debt Instrument [Line Items]
Minimum fixed charge coverage ratio		100
Revolving Credit Facility [Member] | Abr Borrowings
Debt Instrument [Line Items]
Debt instrument interest rate description		(i) for ABR borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the Adjusted Term SOFR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points, based on average historical availability
Revolving Credit Facility [Member] | SOFR Borrowings [Member]
Debt Instrument [Line Items]
Debt instrument interest rate description		for SOFR borrowings, the Adjusted Term SOFR plus a spread of 125 to 175 basis points, based on average historical availability
Federal Funds Rate | Revolving Credit Facility [Member] | Abr Borrowings
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis		Federal Funds Rate plus 50 basis points
Team SOFR | Revolving Credit Facility [Member] | The AZEK Group LLC
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.10%
Team SOFR | Revolving Credit Facility [Member] | Abr Borrowings
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis		Adjusted Term SOFR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points
Team SOFR | Revolving Credit Facility [Member] | SOFR Borrowings [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis		Term SOFR plus a spread of 125 to 175 basis points
Prime Rate [Member] | Revolving Credit Facility [Member] | Abr Borrowings
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis		prime rate
Term Loan Agreement
Debt Instrument [Line Items]
Long-term Debt, Gross		$ 592,500,000			$ 594,000,000
Debt instrument maturity date		Apr. 28, 2029
Percentage of principal amount to be repaid by way of instalments		0.25%
Debt instrument, basis spread on variable rate		2.50%			2.50%
Deferred financing cost		$ 3,800,000			$ 4,000,000
Debt instrument, description of variable rate basis		SOFR + 2.50% + 0.1			SOFR + 2.50% + 0.1
Term Loan Agreement | Federal Funds Rate | Abr Borrowings
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		0.50%
Term Loan Agreement | Team SOFR | Abr Borrowings
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		1.00%
Applicable margin rate		1.50%
Term Loan Agreement | Team SOFR | SOFR Borrowings [Member]
Debt Instrument [Line Items]
Applicable margin rate		2.50%
Term Loan Agreement | Alternative Base Rate | Abr Borrowings
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		1.50%

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Debt - Summary of Interest Expense (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Interest expense
Other	$ 1,123	$ 1,109
Amortization - Original issue discount
Capitalized interest	(1,079)	(1,289)
Interest expense	11,964	9,299
Interest income	(4,054)
Interest expense, net	7,910	9,299
Term Loan Agreement
Interest expense
Interest Expense, debt	11,358	8,916
Amortization - Debt issue costs
Amortization - Deferred financing costs	179	179
Amortization - Original issue discount
Term Loan OID	167	167
Revolving Credit Facility [Member]
Interest expense
Interest Expense, debt	150	151
Amortization - Debt issue costs
Amortization - Deferred financing costs	$ 66	$ 66

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Product Warranties - Additional Information (Detail)	3 Months Ended
	Dec. 31, 2023
Product Warranties Disclosures [Abstract]
Assurance of product	The Company provides product assurance warranties of various lengths ranging from 5 years to lifetime for limited coverage for a variety of material and workmanship defects based on standard terms and conditions between the Company and its customers.

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Product Warranties - Summary of Warranty Reserve Activity (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Product Warranties Disclosures [Abstract]
Beginning balance	$ 17,012	$ 16,145
Adjustments to reserve	(388)	(126)
Warranty claims payment	(782)	(465)
Ending balance	15,842	15,554
Current portion of accrued warranty	(3,740)	(3,508)
Accrued warranty – less current portion	$ 12,102	$ 12,046

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Leases - Additional Information (Detail)	3 Months Ended
	Dec. 31, 2023
Minimum [Member]
Lessee Lease Description [Line Items]
Renewal options range	1 year
Maximum [Member]
Lessee Lease Description [Line Items]
Renewal options range	20 years

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Leases - Summary of Lease Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Assets
ROU operating lease assets	$ 16,068	$ 15,423
Operating Lease Right Of Use Asset Statement Of Financial Position Extensible List	Other assets	Other assets
ROU finance lease assets	$ 70,554	$ 71,529
Finance Lease Right Of Use Asset Statement Of Financial Position Extensible List	Other assets	Other assets
Total lease assets	$ 86,622	$ 86,952
Current liabilities
Operating	$ 4,559	$ 4,180
Operating Lease Liability Current Statement Of Financial Position Extensible List	Accrued expenses and other liabilities	Accrued expenses and other liabilities
Finance	$ 2,829	$ 2,777
Finance Lease Liability Current Statement Of Financial Position Extensible List	Accrued expenses and other liabilities	Accrued expenses and other liabilities
Non-Current liabilities
Operating	$ 13,916	$ 13,699
Operating Lease Liability Noncurrent Statement Of Financial Position Extensible List	Other non-current liabilities	Other non-current liabilities
Finance	$ 75,276	$ 75,718
Finance Lease Liability Noncurrent Statement Of Financial Position Extensible List	Other non-current liabilities	Other non-current liabilities
Total lease liabilities	$ 96,580	$ 96,374

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Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Operating lease expense	$ 1,478	$ 1,501
Finance lease amortization of assets	1,301	1,248
Finance lease interest on lease liabilities	1,107	1,092
Short term	86	103
Sublease income	(28)	(71)
Total lease expense	$ 3,944	$ 3,873

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Leases - Supplemental Information related to Leases (Detail)	Dec. 31, 2023	Sep. 30, 2023
Weighted-average remaining lease term (years)
Operating leases	6 years 4 months 24 days	6 years 9 months 18 days
Finance leases	25 years 3 months 18 days	25 years 4 months 24 days
Weighted-average discount rate
Operating leases	4.70%	4.40%
Finance leases	5.80%	5.80%

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Leases - Summary of Maturities of Lease Liabilities (Detail) $ in Thousands	Dec. 31, 2023 USD ($)
Operating Leases
2024	$ 4,045
2025	4,719
2026	2,844
2027	2,105
2028	1,841
Thereafter	6,071
Total lease payments	21,625
Less: interest	(3,150)
Present value of lease liability	18,475
Finance Leases
2024	5,358
2025	7,105
2026	6,942
2027	6,480
2028	5,278
Thereafter	117,012
Total lease payments	148,175
Less: interest	(70,070)
Present value of lease liability	78,105
Total
2024	9,403
2025	11,824
2026	9,786
2027	8,585
2028	7,119
Thereafter	123,083
Total lease payments	169,800
Less: interest	(73,220)
Present value of lease liability	$ 96,580

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Fair Value Of Financial Instruments - Additional Information (Detail) $ in Thousands		3 Months Ended		12 Months Ended
	Aug. 01, 2022 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Apr. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Nov. 30, 2022 USD ($) Agreement	Dec. 29, 2021 USD ($)
Fair Value Of Financial Instruments [Line Items]
Fair value adjustment for contingent consideration			$ 400
StruXure Outdoor, LLC [Member]
Fair Value Of Financial Instruments [Line Items]
Contingent payment arrangements, range of outcomes, value, low		$ 0
Contingent payment arrangements, range of outcomes, value, high		$ 13,900
Contingent consideration							$ 12,700		$ 9,500
Contingent liability						$ 12,700
Contingent payment compensation expense				$ 3,200	$ 9,500
INTEX Millwork Solutions, LLC
Fair Value Of Financial Instruments [Line Items]
Contingent payment arrangements, range of outcomes, value, low	$ 0
Contingent payment arrangements, range of outcomes, value, high	6,200
Contingent consideration	$ 5,800		$ 6,200
Contingent liability				6,200
Date of acquisition	Aug. 01, 2022
INTEX Millwork Solutions, LLC | Selling, General and Administrative Expense [Member]
Fair Value Of Financial Instruments [Line Items]
Fair value adjustment for contingent consideration				$ 400
Derivatives [Member]
Fair Value Of Financial Instruments [Line Items]
Number of interest rate swap agreements | Agreement								2
Derivative, notional amount								$ 150,000
Derivative, maturity date		Oct. 31, 2025
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, before tax		$ 600
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, after tax		$ 400
Derivatives [Member] | Interest Rate Swap 2 [Member]
Fair Value Of Financial Instruments [Line Items]
Derivative, fixed interest rate								4.39%
Derivatives [Member] | Interest Rate Swap 1 [Member]
Fair Value Of Financial Instruments [Line Items]
Derivative, fixed interest rate								4.48%

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Fair Value of Financial Instruments - Summary of Fair Values of Interest Rate Derivative Instruments as well as Classification on the Balance Sheet (Detail) - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate swaps	$ 677	$ 2,558
Interest rate swaps	$ 2,300	$ 65

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Fair Value Of Financial Instruments - Summary of Effects of Interest Rate Derivative Instruments (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Effect Of Cash Flow Hedge Accounting On AOCI [Line Items]
Balance, Before-tax amount	$ 2,493
Balance, Income tax expense	615
Balance, Net of tax amount	1,878
Amount of loss recognized in other comprehensive income (loss), Before-tax amount	(3,437)	$ (2,544)
Amount of loss recognized in other comprehensive income (loss), Income tax expense	(840)	(674)
Amount of loss recognized in other comprehensive income (loss), Net of tax amount	(2,596)	(1,870)
Amount of gain reclassified from accumulated other comprehensive income (loss) into net income (loss), Before-tax amount	(678)	101
Amount of gain reclassified from accumulated other comprehensive income (loss) into net income (loss), Income tax expense	(180)	27
Amount of gain reclassified from accumulated other comprehensive income (loss) into net income (loss), Net of tax amount	(499)	74
Balance, Before-tax amount	(1,622)	(2,443)
Balance, Income tax expense	(405)	(647)
Balance, Net of tax amount	$ (1,217)	$ (1,796)

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Fair Value Of Financial Instruments - Summary of Carrying Values and the Estimated Fair Values of the Debt Financial Instruments (Detail) - Term Loan due April 28, 2029 [Member] - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Sep. 30, 2023
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items]
Debt instrument maturity date	Apr. 28, 2029
Carrying Value [Member] | Fair Value, Inputs, Level 2 [Member]
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items]
Loans payable	$ 592,500	$ 594,000
Estimated Fair Value [Member] | Fair Value, Inputs, Level 2 [Member]
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items]
Loans payable	$ 596,944	$ 595,485

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Segments - Additional Information (Detail)	3 Months Ended
	Dec. 31, 2023 Segment
Segment Reporting [Abstract]
Number of Reportable Segments	2

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Segments - Summary of Residential and Commercial Segment Reporting Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Net sales to customers	$ 240,444	$ 216,259
Adjusted EBITDA
Total Adjusted EBITDA for reporting segments	54,884	8,908
Adjustments to Income before income tax provision
Depreciation and amortization	(31,937)	(33,040)
Stock-based compensation costs	(8,468)	(3,957)
Acquisition and divestiture costs	(492)	(2,954)
Gain on sale of business	38,515
Other costs	(2,768)	(214)
Interest expense, net	(7,910)	(9,299)
Income (loss) before income tax provision	41,824	(40,556)
Residential [Member]
Segment Reporting Information [Line Items]
Net sales to customers	223,000	179,484
Adjusted EBITDA
Total Adjusted EBITDA for reporting segments	51,979	3,754
Commercial [Member]
Segment Reporting Information [Line Items]
Net sales to customers	17,444	36,775
Adjusted EBITDA
Total Adjusted EBITDA for reporting segments	$ 2,905	$ 5,154

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Segments - Summary of Residential and Commercial Segment Reporting Information (Parenthetical) (Detail) - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Business Transformation Costs [Line Items]
Divestiture costs	$ 0.5	$ 0.5
Business acquisition acquisition costs completed acquisitions		2.4
Costs Of Reduction In Workforce	0.3
Legal expenses	0.1	$ 0.2
Costs for process improvement	$ 2.4

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Capital Stock - Additional Information (Detail) - USD ($)			3 Months Ended
	Dec. 06, 2023	Dec. 04, 2023	Dec. 31, 2022	Dec. 31, 2023	May 05, 2022
Class Of Stock [Line Items]
Number of shares available for repurchase				$ 101,100,000
Common Class A [Member]
Class Of Stock [Line Items]
Excise tax as reacquisition cost of share repurchases				$ 800,000
Common Class A [Member] | Open Market [Member]
Class Of Stock [Line Items]
Average price per share			$ 21.23
Share repurchase program, share repurchased value			$ 7,500,000
Stock repurchase program, shares repurchased			352,760
Common Class A [Member] | Maximum [Member]
Class Of Stock [Line Items]
Stock repurchase program, authorized amount					$ 400,000,000
Goldman Sachs [Member] | Common Class A [Member] | Accelerated Share Repurchase Agreement [Member]
Class Of Stock [Line Items]
Share repurchase program, share repurchased value		$ 100,000,000
Stock repurchase program, shares repurchased	2,291,607
Share repurchase program, price per share		$ 34.91
Stock repurchase program, percentage of initial shares on total shares		80.00%

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Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based compensation expenses	$ 1,900
Stock based compensation expenses	8,468	$ 3,957
Income tax benefit stock based compensation expenses	1,700	800
Unvested stock compensation not recognised	$ 36,600
Unvested stock awards weighted average remaining period of recognition	2 years
Selling, General and Administrative Expense [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based compensation expenses	$ 8,500	$ 4,000
2020 Omnibus Incentive Compensation Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Maximum number of shares authorised under share based compensation plan	15,852,319
Common stock shares reserved for future issuance	2,219,224
Stock based compensation period of expiry of stock options	10 years

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Stock-Based Compensation - Summary of Share-Based Payment Award Valuation Assumptions (Detail)	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]
Risk-free interest rate	3.93%	3.77%
Expected volatility	40.00%	40.00%
Expected term (in years)	6 years	6 years
Expected dividend yield	0.00%	0.00%

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Stock-Based Compensation - Summary of Stock Option Activities (Detail) $ / shares in Units, $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($) $ / shares shares
Performance Shares [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Option, Outstanding | shares	1,114,261
Number of Option, Granted | shares	0
Number of Option, Exercised | shares	(60,261)
Number of Option, Outstanding | shares	1,054,000
Number of Option, Vested and exercisable | shares	1,054,000
Weighted Average Exercise Price Per Share, Outstanding | $ / shares	$ 23
Weighted Average Exercise Price Per Share, Granted | $ / shares	0
Weighted Average Exercise Price Per Share, Exercised | $ / shares	23
Weighted Average Exercise Price Per Share, Outstanding | $ / shares	23
Weighted Average Exercise Price Per Share, Vested and exercisable | $ / shares	$ 23
Weighted Average Remaining Contract Term, Outstanding	6 years 4 months 24 days
Weighted Average Remaining Contract Term, Vested and exercisable	6 years 4 months 24 days
Weighted Average Intrinsic Value, Outstanding | $	$ 16,074
Weighted Average Intrinsic Value, Vested and exercisable | $	$ 16,074
Service Based Stock Option Activity [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Option, Outstanding | shares	3,361,707
Number of Option, Granted | shares	138,731
Number of Option, Exercised | shares	(76,624)
Number of Option, Outstanding | shares	3,423,814
Number of Option, Vested and exercisable | shares	2,475,222
Weighted Average Exercise Price Per Share, Outstanding | $ / shares	$ 25.43
Weighted Average Exercise Price Per Share, Granted | $ / shares	38.15
Weighted Average Exercise Price Per Share, Exercised | $ / shares	24.17
Weighted Average Exercise Price Per Share, Outstanding | $ / shares	25.97
Weighted Average Exercise Price Per Share, Vested and exercisable | $ / shares	$ 24.78
Weighted Average Remaining Contract Term, Outstanding	7 years
Weighted Average Remaining Contract Term, Vested and exercisable	6 years 8 months 12 days
Weighted Average Intrinsic Value, Outstanding | $	$ 43,493
Weighted Average Intrinsic Value, Vested and exercisable | $	$ 33,921

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Stock-Based Compensation - Summary of Stock Awards Activity Other Than Options (Detail)	3 Months Ended
	Dec. 31, 2023 $ / shares shares
Service Based Restricted Stock Awards [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Outstanding and unvested | shares	82,481
Number of Shares, Vested | shares	(6,845)
Number of Shares, Outstanding and unvested | shares	75,636
Weighted Average Grant Date Fair Value, Outstanding and unvested	$ 23
Weighted Average Grant Date Fair Value, Granted	0
Weighted Average Grant Date Fair Value, Vested	23
Weighted Average Grant Date Fair Value, Forfeited	0
Weighted Average Grant Date Fair Value, Outstanding and unvested	$ 23
Performance Based Restricted Stock [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Outstanding and unvested | shares	508,622
Number of Shares, Granted | shares	215,462
Number of Shares, Vested | shares	(123,821)
Number of Shares, Forfeited | shares	(3,308)
Number of Shares, Outstanding and unvested | shares	596,955
Weighted Average Grant Date Fair Value, Outstanding and unvested	$ 26.72
Weighted Average Grant Date Fair Value, Granted	38.15
Weighted Average Grant Date Fair Value, Vested	34.82
Weighted Average Grant Date Fair Value, Forfeited	28.01
Weighted Average Grant Date Fair Value, Outstanding and unvested	$ 28.91

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Stock-Based Compensation - Summary of Restricted Stock Unit Awards Activity (Detail) - Service Based Restricted Stock Units [Member]	3 Months Ended
	Dec. 31, 2023 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Outstanding and unvested | shares	786,096
Number of Shares, Granted | shares	204,796
Number of Shares, Vested | shares	(224,591)
Number of Shares, Forfeited | shares	(2,102)
Number of Shares, Outstanding and unvested | shares	764,199
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares	$ 25.42
Weighted Average Grant Date Fair Value, Granted | $ / shares	38.12
Weighted Average Grant Date Fair Value, Vested | $ / shares	28.14
Weighted Average Grant Date Fair Value, Forfeited | $ / shares	24.85
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares	$ 28.01

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Earnings Per Share - Summary of Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net Income (Loss)	$ 25,148	$ (29,735)
Net income (loss) attributable to common stockholders - basic	25,148	(29,735)
Net income (loss) attributable to common stockholders - diluted	$ 25,148	$ (29,735)
Denominator:
Basic	147,297,662	150,877,635
Diluted	148,876,282	150,877,635
Basic	$ 0.17	$ (0.2)
Diluted	$ 0.17	$ (0.2)

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Earnings Per Share - Summary of Antidilutive Securities Excluded From Computation of Earnings Per Share (Detail) - shares	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Employee Stock Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	547,890	5,010,161
Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	108,736	531,462

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Income Taxes - Additional Information (Detail)	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Effective income tax reconciliation percentage	39.90%	26.70%

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Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Balance Sheets (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2022
Non-current assets:
Total assets	$ 2,266,157	$ 2,343,876
LIABILITIES AND STOCKHOLDERS' EQUITY:
Total liabilities	926,753	933,563
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively
Additional paid‑in capital	1,650,160	1,662,322
Accumulated deficit	(39,229)	(64,377)
Accumulated other comprehensive income (loss)	(1,217)	1,878	$ (1,796)
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively	270,466	189,666
Total stockholders' equity	1,339,404	1,410,313	$ 1,395,137	$ 1,430,707
Total liabilities and stockholders' equity	2,266,157	2,343,876
Parent Company [Member]
Non-current assets:
Investments in subsidiaries	1,339,404	1,410,313
Total non-current assets	1,339,404	1,410,313
Total assets	1,339,404	1,410,313
Stockholders' equity:
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at December 31, 2023 and September 30, 2023, respectively
Additional paid‑in capital	1,650,160	1,662,322
Accumulated deficit	(39,229)	(64,377)
Accumulated other comprehensive income (loss)	(1,217)	1,878
Treasury stock, at cost, 10,560,030 and 8,268,423 shares at December 31, 2023 and September 30, 2023, respectively	(270,466)	(189,666)
Total stockholders' equity	1,339,404	1,410,313
Total liabilities and stockholders' equity	1,339,404	1,410,313
Common Class A [Member]
Stockholders' equity:
Common stock value	156	156
Common Class A [Member] | Parent Company [Member]
Stockholders' equity:
Common stock value	$ 156	$ 156

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Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Balance Sheets (Parenthetical) (Detail) - $ / shares	Dec. 31, 2023	Sep. 30, 2023
Preferred stock, par value per share	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares issued	156,341,203	155,967,736
Treasury stock, shares	10,560,030	8,268,423
Common Class A [Member]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	1,100,000,000	1,100,000,000
Common stock, shares issued	156,341,203	155,967,736
Common Class B [Member]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	0	100
Common stock, shares outstanding	0	100
Parent Company [Member]
Preferred stock, par value per share	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Treasury stock, shares	10,560,030	8,268,423
Parent Company [Member] | Common Class A [Member]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	1,100,000,000	1,100,000,000
Parent Company [Member] | Common Class B [Member]
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	0	100
Common stock, shares outstanding	0	100

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Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Statements of Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Condensed Statement of Income Captions [Line Items]
Comprehensive income (loss)	$ 22,053	$ (31,531)
Parent Company [Member]
Condensed Statement of Income Captions [Line Items]
Net income (loss) of subsidiaries	25,148	(29,735)
Comprehensive income (loss)	$ 22,053	$ (31,531)

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Condensed Financial Information of Registrant (Parent Company Only) - Additional Information (Detail) - Parent Company [Member] - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Condensed Statement of Income Captions [Line Items]
Minimum threshold percentage of restricted net assets	25.00%
Cash dividends paid	$ 100.0	$ 7.5