DEF 14A of Champion Homes, Inc., Jun 12, 2025

DEF 14A of Champion Homes, Inc.

Filed Jun 12, 2025 · FY20250001193125-25-139538

Open on EDGAR

  1. Proposal One: Election of Directors

    Proposal One: Election of Directors Our Board is currently comprised of eight members. Directors are elected annually at Champion Homes’ annual meeting of shareholders, and each director holds office until the next annual meeting of the shareholders and until his or her successor is elected and qualified. New directors need not be shareholders of Champion Homes. Our Board, upon the recommendation of the Nominating and Governance Committee, voted to nominate Michael Berman, Eddie Capel, Mary Fedewa, Erin Mulligan Helgren, Tawn Kelley, Tim Larson, Nikul Patel, and Gary Robinette for re-election at the 2025 Annual Meeting. Information relating to each nominee, including his or her period of service as a director of the Company, principal occupation and other biographical material appear later in this proxy statement. It is intended that the votes authorized by the enclosed proxy will be cast for the election of the eight director nominees. In the event that one or more of the nominees unexpectedly becomes unavailable for election, the votes will be cast, pursuant to authority granted by the enclosed proxy, for such person or persons as may be designated by the current Board, or the Board may be reduced accordingly. All of the nominees have consented to be named in the proxy statement and have indicated their intent to serve if elected. The Board recommends that shareholders vote FOR all eight director nominees. The voting standard for director elections is a plurality standard. This means that the individuals who receive the highest number of votes are elected as directors up to the maximum number of directors to be elected at the meeting.

  2. Proposal One: Election of Directors

    | | The Board of Directors deems proposal one be in the best interests of Champion Homes and our shareholders and recommends a vote “for” each nominee. |

  3. Proposal One: Election of Directors

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 5 |

  4. Proposal One: Election of Directors

    GENERAL INFORMATION ABOUT THE BOARD OF DIRECTORS The individuals nominated for election at the 2025 Annual Meeting represent a diverse range of viewpoints, backgrounds, skills, experience and expertise. The biography of each nominated director and a description of certain specific experiences, qualifications, attributes and skills of each director that led the Board to conclude that the individual should serve as a director are described below: Michael Berman

  5. Proposal One: Election of Directors

    | Independent Director since: 2018 Age: 67 | Michael Berman joined the Board on November 25, 2018. Mr. Berman has served as the Chief Executive Officer of MB Capital Associates, a consulting firm, since March 2018. From 2011 through 2018, he was Chief Financial Officer and Executive Vice President of GGP, Inc., a retail real estate investment company where he oversaw its finance, accounting, capital markets, treasury, investor relations, and corporate communications functions. Previously he was Executive Vice President and Chief Financial Officer of Equity LifeStyle Properties (formerly Manufactured Home Communities), an owner and operator of manufactured home communities. Mr. Berman was employed in the investment banking department of Merrill Lynch & Co. from 1988 through 2002 and was an associate professor at the New York University Real Estate Institute in 2003. Mr. Berman also served as a director and Chair of the Audit Committee of Jaguar Global Growth Corporation through its combination with Captivision, Inc. on November 15, 2023, where he served as the Chairman of the Audit Committee and member of the Nominating and Governance Committee of Captivision, Inc until January 2025. He also served as a director and member of both the Audit and Compensation Committees of Veris Residential, Inc. (f/k/a Mack-Cali Realty Corporation), one of the nation’s leading real estate investment trusts, until June 2021. Mr. Berman is also a member of both the Audit and Nominating and Governance Committees of Brixmor Property Group, Inc., one of the nation’s largest owner-operators of grocery anchored shopping centers. Mr. Berman holds an M.B.A. from Columbia University Graduate School of Business, a J.D. from Boston University School of Law, and a B.A. from Binghamton University. Qualifications: Mr. Berman’s broad real estate, investment, and corporate financial experience, coupled with his manufactured housing community experience, make him highly qualified to serve on our Board. |

  6. Proposal One: Election of Directors

    Eddie Capel

  7. Proposal One: Election of Directors

    | Independent Director since: 2019 Age: 64 | Eddie Capel became a director of Champion Homes on September 16, 2019 and was elected Chair on July 27, 2023. Mr. Capel has served as the Executive Chairman of Manhattan Associates, Inc., a supply chain commerce solutions provider, since May 2025. He previously served as President and Chief Executive Officer of Manhattan Associates since 2013. Before then, he served Manhattan Associates in various roles, including Executive Vice President, Chief Operating Officer, and President. Before joining Manhattan Associates in June 2000, Mr. Capel held various positions at Real Time Solutions, including Chief Operations Officer and Vice President, Operations, where he led teams that supported the supply chain strategies of companies such as Walmart, Amazon.com and J.C. Penney. He also served as Director, Operations, with Unarco Automation, an industrial automation/robotics systems integrator. Before joining Unarco, Mr. Capel worked as a Project Manager and System Designer for ABB Robotics in the United Kingdom. He obtained his degree in HNC Mechanical Engineering from Swindon College. Qualifications: Mr. Capel has spent the majority of his professional career developing and delivering technology solutions for large manufacturing companies, with integrated manufacturing, supply chain and distribution operations. His experience with manufacturing supply chains and the integration of technology with the same make him highly qualified to serve on our Board. |

  8. Proposal One: Election of Directors

    | 6 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  9. Proposal One: Election of Directors

    Mary Fedewa

  10. Proposal One: Election of Directors

    | Independent Director since: 2025 Age: 59 | Mary Fedewa became a director of Champion Homes on March 11, 2025. She is currently the President, Chief Executive Officer, and director of STORE Capital, which she co-founded in 2011. She previously held the role of Chief Operating Officer. From 2004 to 2007 she served as the Managing Director of Acquisitions for Spirit Finance Corporation, where she originated a significant volume of net lease transactions in a wide range of industries across the United States. She has also held a variety of leadership positions within Mortgage Insurance, Private Label Financing, and Commercial Finance, including as GE Quality Leader and concluding as Senior Vice President, Consumer Finance with GE Capital. Mary serves as a director for the Scottsdale Arts Board of Trustees and the Greater Phoenix Economic Counsel. She obtained her Bachelor of Arts degree in Business Management with a concentration in Finance from North Carolina State University, graduating Summa Cum Laude. Qualifications: Ms. Fedewa’s extensive senior leadership roles at lending and financing institutions, including her experience with mergers and acquisitions, make her highly qualified to serve on our Board. |

  11. Proposal One: Election of Directors

    Erin Mulligan Helgren

  12. Proposal One: Election of Directors

    | Independent Director since: 2019 Age: 56 | Erin Mulligan Helgren, formerly Erin Mulligan Nelson, became a director of Champion Homes on September 16, 2019. Since May 2023, Ms. Helgren has served as the Chief Executive Officer for OfficeSpace Software, a Vista Equity portfolio company and workplace management solutions provider. From 2021 through the end of 2022, Ms. Helgren served as Chief Executive Officer and Director of Bonterra, a public benefit corporation which became the second largest and fastest-growing social good software platform. Before leading Bonterra, Ms. Helgren was Chief Executive Officer and Director of Social Solutions from April 2020 to November 2021. Prior to that, from September 2017 to March 2020, she was the CEO of Calytera, a private equity-backed government technology software company. Ms. Helgren spent 11 years at Dell, Inc., including as Global Chief Marketing Officer, where she stewarded the Dell.com ecommerce business, Corporate Social Responsibility and Dell’s global marketing strategy, and has also served as Chief Marketing Officer for SunPower and Bazaarvoice. She has led brand strategy, global communications, social media, corporate social responsibility, global research, marketing talent development and agency management. Ms. Helgren serves on the Board of Directors for Ryman Hospitality Properties, Inc., a publicly-traded lodging and hospitality investment trust. She previously served on the Board of Directors for Mavenir, a private telecommunications company, and Zalat Restaurant Group, a privately held hospitality company. Ms. Helgren obtained her B.B.A. from the University of Texas and currently serves on the Dean’s Advisory council for the University of Texas McCombs School of Business. Qualifications: Ms. Helgren has extensive experience in marketing and communications. She has led brand strategy, global communications, social media, corporate social responsibility, global research, marketing talent development and agency management. Her additional experience on executive committees for corporate philanthropy, diversity and sustainability make her highly qualified to serve on our Board. |

  13. Proposal One: Election of Directors

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 7 |

  14. Proposal One: Election of Directors

    Tawn Kelley

  15. Proposal One: Election of Directors

    | Independent Director since: 2023 Age: 61 | Tawn Kelley became a director of Champion Homes on July 27, 2023. Ms. Kelley is an Executive Vice President of Taylor Morrison Home Corporation, one of the country’s top public, NYSE-listed homebuilders. With more than 30 years of experience in new construction mortgage financing, Ms. Kelley serves as President of Taylor Morrison’s financial services suite of companies, leading Taylor Morrison Home Funding and Inspired Title Services. In addition, she is the Chair of the company’s joint venture business, Mortgage Funding Direct Ventures which she founded in 2001 and sold to Taylor Morrison in 2009. The joint venture partners with homebuilders to provide in-house mortgage operations. In 2011, she established a free qualification improvement program to better position families for home purchase, and today her proprietary program – Able, Ready, Own – has educated and strengthened qualification for thousands of families. In 2021, Ms. Kelley joined the Mortgage Bankers Association national board (“MBA”) and, in addition, she currently serves on the Residential Board of Governors as well as the Affordable Homeownership Advisory Council and MBA’s Investment Committee. In 2020, she joined the Board of Directors for STORE Capital, a publicly traded REIT, and was named Chair of the Board in December 2021. She led the sale of STORE Capital to GIC Private Limited in February 2023 and left the Board at that time. Ms. Kelley also serves as a director of ECN, in which Champion Homes has a 19.9% equity ownership interest. Qualifications: Ms. Kelley has extensive experience in the home construction industry as well as home financing solutions, including consumer engagement. Her extensive leadership and industry experience make her highly qualified to serve on our Board. |

  16. Proposal One: Election of Directors

    Tim Larson

  17. Proposal One: Election of Directors

    | President and CEO Director since: 2024 Age: 51 | Tim Larson became a director of Champion Homes on December 13, 2024, in connection with his appointment as President and Chief Executive Officer. He previously served as Chief Growth Officer since May 3, 2021. He is a highly accomplished executive in the consumer products and manufacturing industries, including significant experience leading and transforming omnichannel retail businesses. Prior to joining Champion Homes, Mr. Larson served as Executive Board Chair and advisor for several businesses, including Botanic Innovations, LLC from January 2018 to March 2025 and Spectro Alloys from September 2018 to September 2024. Mr. Larson previously served as Chief Marketing Officer and Senior Vice President, Global Customer Excellence for Polaris Industries from August 2013 to January 2018. Prior to that he served as President and Chief Executive Officer of Jostens, Inc. from January 2008 to January 2013. Mr. Larson earned his B.A. in Strategic Communications from the University of Minnesota. Qualifications: Mr. Larson brings significant executive experience with an emphasis on customer experience with consumer products and manufacturing, making him highly qualified to serve on our Board. |

  18. Proposal One: Election of Directors

    | 8 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  19. Proposal One: Election of Directors

    Nikul Patel

  20. Proposal One: Election of Directors

    | Independent Director since: 2022 Age: 52 | Nikul Patel was elected to serve as a director of Champion Homes, Inc. on July 26, 2022. Mr. Patel is a co-founder, CEO, and Chairman of the Board of Directors of LoanGlide, Inc., an embedded financing platform for personal loans, a position he has held since November 2019. Prior to that, he was Chief Strategy Officer of LendingTree, Inc. LendingTree operates an online consumer platform in the United States offering comparison shopping services for mortgage, credit card, personal loans, insurance and various other financing products. During his more than six-year tenure at LendingTree, he also held the positions of Chief Operating Officer and Chief Product Officer at various times. Prior to joining LendingTree, Mr. Patel held various other leadership positions at Bills.com, Home-Account, Inc. and Intel Corporation. Mr. Patel also serves as a director of Vroom Inc. and Getaround Inc. As an entrepreneur, he also co-founded Movoto.com, an online real estate search platform. Mr. Patel holds an M.B.A. in Finance from the Wharton School of Business at the University of Pennsylvania, an M.S. in Computer Engineering from Florida Atlantic University, and a B.E. in Electronics and Communication Engineering from Gujarat University. He also holds a Directorship Certification from National Association of Corporate Directors (“NACD”) and a Cyber-Risk Oversight Program Certification from NACD in partnership with Carnegie Mellon University. Qualifications: Mr. Patel’s extensive experience in product management and technology systems, including online tools in the home buying and financing arena, as well as his background in business development and transformational initiatives make him highly qualified to serve on our Board. |

  21. Proposal One: Election of Directors

    Gary Robinette

  22. Proposal One: Election of Directors

    | Independent Director since: 2018 Age: 76 | Gary Robinette became a director of Champion Homes on June 1, 2018. Mr. Robinette served as a member of the Champion Holdings Board of Managers starting in 2010. Mr. Robinette served as Chairman of Associated Metals, LLC, with the responsibility of selling the business for the owners in 2023, and where he continues to serve as a consultant. He previously served as Chairman Emeritus of Ply Gem Industries Inc. until November 2020. He served as President and Chief Executive Officer of Ply Gem from 2006 through 2018. Mr. Robinette was elected Vice Chairman of the Ply Gem Board of Directors in May 2013 and was appointed Chairman of the Ply Gem Board of Directors in 2015. Prior to joining Ply Gem, Mr. Robinette served as Executive Vice President and COO at Stock Building Supply, formerly a Wolseley company, since September 1998, and was also a member of the Wolseley North American Management Board of Directors. Mr. Robinette held the position of President of Erb Lumber Inc., a Wolseley company, from 1993 to 1998 and served as Chief Financial Officer and Vice President of Carolina Holdings, which was the predecessor company of Stock Building Supply. Mr. Robinette received a B.S. in Accounting from Tiffin University and an M.B.A. from Xavier University, where he has served as a member of the Board of Trustees. He also served as a member of the Policy Advisory Board of Harvard University’s Joint Center for Housing Studies for 20 years and serves on the board of directors for two companies sponsored by private equity firms. Qualifications: Mr. Robinette’s extensive experience as a senior executive at companies in the housing industry, as well as his experience as director of Champion Holdings and other companies, make him highly qualified to serve on our Board. |

  23. Proposal One: Election of Directors

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 9 |

  24. Proposal One: Election of Directors

    BOARD COMPOSITION AND DIRECTOR INDEPENDENCE Our business and affairs are managed under the direction of our Board. The Board strives to identify directors who represent a diverse range of viewpoints, backgrounds, skills, experience and expertise. Directors should possess the attributes necessary to be an effective member of the Board, including personal and professional integrity, high ethical values, sound business judgment, demonstrated business and professional skills, experience, and a commitment to the long-term interests of Champion Homes and its shareholders. In evaluating candidates, the Nominating and Governance Committee also considers potential conflicts of interest, diversity, the extent to which a candidate would fill a present or anticipated need, and a candidate’s willingness and ability to devote adequate time to the activities of the Board. In any particular situation, the Nominating and Governance Committee may focus on individuals possessing a particular background, experience or qualifications that the Nominating and Governance Committee believes would be important to enhance the effectiveness of the Board. To retain flexibility, the Nominating and Governance Committee has not adopted minimum qualifications for director candidates. The Nominating and Governance Committee has engaged third party search firms to identify qualified candidates and will consider director candidates recommended by shareholders. See “Process for Selecting Nominees and Shareholder Nominations” and “Shareholder Proposal Information” below for further information. The Company entered into an investor rights agreement (the “Investor Rights Agreement”) with Champion Holdings and certain funds, the last remaining one of which is affiliated with MAK Capital (“MAK”), a shareholder holding at the time greater than 5% of the Company’s outstanding shares of voting common stock at the time, which included certain agreements relating to the composition of the Board. Under the Investor Rights Agreement, the Company was obligated to use its reasonable best efforts to cause the Board to nominate for election: (i) the Chief Executive Officer of the Company; (ii) up to one affiliated director nominated by MAK (subject to certain ownership thresholds); and (iii) the number of independent directors necessary to satisfy the rules of the New York Stock Exchange (“NYSE”). On September 5, 2024, MAK reduced its holdings in the Company below the 5% threshold specified in the Investor Rights Agreement. As a result, Mr. Kaufman resigned his position with the Board of Directors and the Investor Rights Agreement automatically terminated. The Board acknowledges the value of diversity across a broad spectrum of ethnicity, gender, experience, skills, and several other factors. The Company’s Board continues to evolve as it strives to identify, nominate, and appoint the best possible candidates. Through its By-Laws, Corporate Governance Guidelines, and Nominating and Governance Committee Charter, the Board established diversity as an attribute in evaluating potential new directors. The By-Laws provide that, for all open and new seats on the Champion Homes Board of Directors, the Nominating and Governance Committee will require that the initial list of candidates from which it will select new management-supported director nominees include qualified diverse candidates, including but not limited to women and minority candidates. The Committee will direct any third-party consultant retained to assist in the selection to include such candidates in its initial list. Of the slate of seven independent director nominees, three are female, two are from an underrepresented racial/ethnic group, and two have served longer than five years. The Board’s approach is to seek diversity broadly, including in experience and skillsets, and focus on assisting the Company to achieve its strategic initiatives for all stakeholders. The Board annually evaluates the need for further board refreshment, with any search conducted in accordance with the Company’s By-Laws and objectives. The Board has determined that Mses. Fedewa, Helgren and Kelley and Messrs. Berman, Capel, Patel, and Robinette are “independent directors” as that term is defined in the NYSE Listed Company Manual and under the Securities and Exchange Commission (“SEC”) rules and regulations. In making this determination, the Board considered the relationships that Mses. Fedewa, Helgren and Kelley and Messrs. Berman, Capel, Patel, and Robinette have with the Company and all other facts and circumstances that the Board deemed relevant in determining their independence, including ownership interests in the Company and arrangements between the Company and the director or his or her affiliates.

  25. Proposal One: Election of Directors

    | 10 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  26. Proposal One: Election of Directors

    Neither we nor any of our subsidiaries are party to any material proceedings to which any of our directors, officers, affiliates, 5% or more shareholders, or any of their respective associates are a party. We do not believe that any of our directors, officers, affiliates, 5% or more shareholders, or any of their respective associates are adverse to us or any of our subsidiaries or have a material interest that is adverse to us or any of our subsidiaries. MEETINGS AND COMMITTEES The Board has three standing committees: Audit, Compensation, and Nominating and Governance. Each committee is composed solely of independent directors as that term is defined in applicable rules of the SEC and the NYSE, and all members of the Compensation Committee qualify as “non-employee directors” as defined by Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Each committee has a charter that describes the committee’s responsibilities. These charters are available under the “Governance Documents” section of our website at www.ir.championhomes.com or upon written request to our Corporate Secretary at Champion Homes, Inc., 755 West Big Beaver Road, Suite 1000, Troy, Michigan 48084. During the fiscal year ended March 29, 2025, the Board held six (6) meetings. Each incumbent director during that year attended more than 75% of all meetings of the Board and the committees on which they served (for the period of time such director served). Additional information on individual Committee meetings is detailed below. During this same period, four (4) executive sessions of the Board were held, each with and without the Chief Executive Officer present. Members of the Board are expected to attend and be present at the annual meeting of shareholders, and all then incumbent directors attended the 2024 annual meeting of shareholders.

  27. Proposal One: Election of Directors

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 11 |

  28. Proposal One: Election of Directors

    The table below lists the members and summarizes the responsibilities of the three committees during fiscal 2025. Committee membership for fiscal 2026 will be evaluated following the annual shareholders meeting. Audit Committee

  29. Proposal One: Election of Directors

    | Current Members: Michael Berman, Chair Erin Mulligan Helgren Tawn Kelley No. of Meetings during Fiscal 2025: 6 | The Audit Committee oversees the accounting and financial reporting processes of the Company and the audits of the Company’s financial statements. The Audit Committee is responsible for assisting the Board in its oversight of: (i) the integrity of the consolidated financial statements of the Company; (ii) the Company’s compliance with legal and regulatory requirements; (iii) the independent auditor’s qualifications and independence, (iv) the performance of the Company’s internal audit function (v) cybersecurity and data privacy; (vi) the Company’s internal control over financial reporting; and (vii) environmental matters, including identifying risks, identifying a sustainability framework, establishing metrics, and measuring performance. It is also responsible for deciding whether to appoint, retain or terminate the Company’s independent auditors and pre-approving the audit, audit-related, tax, and other services, if any, to be provided by the independent auditors. The Audit Committee is also responsible for preparing the disclosures required by Item 407(d)(3)(i) of Regulation S-K and the reports required by the SEC rules to be included in the Company’s annual proxy statement. The Audit Committee held six (6) meetings during the fiscal year ended March 29, 2025. The Board has determined that each of Mses. Helgren and Kelley and Mr. Berman meet the definition of “independent director” under the rules of the NYSE and under Rule 10A-3 under the Exchange Act, and that each of Ms. Helgren and Mr. Berman is an “audit committee financial expert” within the meaning of the SEC’s regulations and applicable listing standards of the NYSE. |

  30. Proposal One: Election of Directors

    Compensation Committee

  31. Proposal One: Election of Directors

    | Current Members: Eddie Capel, Chair Erin Mulligan Helgren Nikul Patel No. of Meetings during Fiscal 2025: 5 | The Compensation Committee assists the Board in fulfilling its responsibilities relating to the compensation of the Company’s officers, directors, and employees, including establishing a compensation philosophy, assessing the adequacy of the Company’s overall compensation programs, and administering the Company’s compensation, benefit and equity-based plans. It is responsible for reviewing the Company’s overall compensation strategy and assessing whether such strategy provides the appropriate rewards and incentives for the Company’s management and employees, taking into account whether such rewards and incentives encourage undue or inappropriate risk taking by such personnel. The Compensation Committee is also responsible for: (i) reviewing and approving the corporate goals and objectives that may be relevant to the compensation of the Company’s Chief Executive Officer (“CEO”) and other executive officers; and (ii) evaluating the performance of the CEO and other executive officers in light of those goals and objectives; (iii) setting the compensation of the CEO and other executive officers based on such evaluation; and (iv) overseeing social matters relating to employees and the communities in which the Company operates. It is also responsible for reviewing and making such recommendations to the Board as the Compensation Committee deems advisable with regard to all incentive-based compensation plans and equity-based plans that are subject to Board approval. The Compensation Committee held five (5) meetings during the fiscal year ended March 29, 2025. |

  32. Proposal One: Election of Directors

    | 12 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  33. Proposal One: Election of Directors

    Nominating and Governance Committee

  34. Proposal One: Election of Directors

    | Current Members: Michael Berman Tawn Kelley, Chair Gary Robinette No. of Meetings during Fiscal 2025: 7 | The Nominating and Governance Committee: (i) assists the Board in identifying individuals qualified to be directors, consistent with criteria approved by the Board; (ii) recommends director nominees to the Board for the next meeting of shareholders at which directors will be elected or to fill vacancies or newly created directorships; (iii) oversees the evaluation of the Board, its committees and management; and (iv) develops and implements sound corporate governance practices. The Nominating and Governance Committee held seven (7) meetings during the fiscal year ended March 29, 2025. |

  35. Proposal One: Election of Directors

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 13 |

  36. Proposal One: Election of Directors

    ◼ CORPORATE GOVERNANCE OVERVIEW Champion Homes is committed to good corporate governance. We strive to maintain strong corporate governance practices that protect and enhance accountability for the benefit of Champion Homes and all of its shareholders. We regularly review and continually refine our governance practices and policies to align with evolving practices and issues raised by our shareholders. Our Board believes that sound governance practices and policies provide an important framework to assist it in fulfilling its duties to shareholders. The Board has adopted Corporate Governance Guidelines and relies on the guidelines to provide that framework. The guidelines are not absolute rules and can be modified to reflect changes in Champion Homes’ organization or business environment. The Board reviews the Corporate Governance Guidelines on an annual basis and, if necessary, modifies the guidelines to reflect current good governance practices and policies. Champion Homes’ Corporate Governance Guidelines, the charters of the committees of our Board and our Code of Business Conduct described below may be found in the “Governance Documents” section on our website at www.ir.championhomes.com or in print upon the submission of a request under the “Contact Investor Relations” section on our website. On August 1, 2024, the Company amended and restated its By-Laws, which are posted in the Governance Documents section under the Governance tab on our website at www.ir.championhomes.com. We believe part of effective corporate governance includes active engagement with our shareholders. We value the views of our shareholders and other stakeholders, and we communicate with them regularly and solicit input on a number of topics, such as business strategy, capital allocation, corporate governance, and executive compensation. This section describes key corporate governance facts about our Company and practices that we have adopted. ROLE OF OUR BOARD The Board monitors our overall corporate performance, the integrity of our financial controls, risk management and legal compliance procedures. It appoints senior management and oversees succession planning and senior management’s performance and compensation. The Board also oversees our short- and long-term strategic and business planning, and reviews with management its business plan, financing plans, budget, and other key financial and business objectives. The Board assigned primary responsibility for review of environmental, social, and corporate compliance risks and opportunities (commonly referred to as Environmental, Social and Governance (“ESG”)) to the Audit Committee, the Compensation Committee, and the Nomination and Governance Committee, respectively, but retained responsibility for the integration and oversight of ESG policies and practices across the Company. Members of the Board stay informed about our business through discussions with our CEO and other members of our senior management team, by reviewing materials provided to them by management on a regular basis and in preparation for Board and committee meetings, and by participating in meetings of the Board and its committees. Senior management regularly reviews key portions of our business with the Board. These practices afford Board members the opportunity to actively participate in risk management assessment and raise questions and engage in discussions with management regarding areas of potential risk. Champion Homes’ governance processes address matters relating to Board operations that are fundamental to shareholder interests. The independent directors meet regularly without management present to evaluate Champion Homes’ results, plans, and challenges, as well as management’s performance and the strength and development of Champion Homes’ NEOs.

  37. Proposal One: Election of Directors

    | 14 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  38. Proposal One: Election of Directors

    CORPORATE GOVERNANCE OVERVIEW ◼ The Board is actively engaged in overseeing and reviewing Champion Homes’ strategic direction and objectives, taking into account (among other considerations) Champion Homes’ risk profile and exposures. The Board conducts an annual in-depth review of the business, which includes consideration of strategic, operational, competitive, financial, compliance, and other risk exposures. Champion Homes currently separates the Board Chair and CEO functions, with each position held by a different individual. The Board considers the current constituency of management in evaluating whether a combined role is efficient and effective. At the present time, it is the assessment of the Board that separating these positions allows the CEO to focus on the Company’s business, while the Board Chair can focus on corporate governance matters. Although the Board as a whole has responsibility for risk oversight, addressing risk-related issues as appropriate, three standing committees also oversee Champion Homes’ risk profile and exposures relating to matters within the scope of each committee’s authority, and each report to the Board about its deliberations. These committees are the Audit Committee, the Compensation Committee, and the Nominating and Governance Committee. The Audit Committee considers audit, accounting, and compliance risk, as well as related matters, and it receives reports from its outside auditors, internal audit staff, and the Chief Financial Officer, among others. The Audit Committee is also responsible for the review of Champion Homes’ major risk exposures (whether financial, operational, or otherwise), including environmental risk, and the steps management has taken to monitor and control such exposures, and for evaluating management’s process to assess and manage Champion Homes’ enterprise risk issues. The Board in November 2022 assigned the Compensation Committee broader responsibility for oversight of human capital and social risks, and to continue to evaluate the level of risk implied by Champion Homes’ compensation programs, including incentive compensation programs in which the CEO and other employees participate. The Nominating and Governance Committee monitors potential risks to the effectiveness of the Board, notably director succession and the composition of the Board, taking into account current best governance practices, and the principal policies that guide Champion Homes’ governance. Each of these committees operates under a written charter to promote clarity in its responsibilities and accountability among its members. These committees work in a coordinated way to address recurring matters and respond to unanticipated events. CORPORATE GOVERNANCE GUIDELINES The Board is guided by our Corporate Governance Guidelines. We believe our Corporate Governance Guidelines demonstrate our continuing commitment to good corporate governance. The Board reviews our Corporate Governance Guidelines at least annually and occasionally more frequently, as needed. Our Corporate Governance Guidelines are posted in the “Governance Documents” section on our website at www.ir.championhomes.com. In October 2024, we amended our Corporate Governance Guidelines to include a director resignation policy. The policy provides that in an uncontested election of directors, any director nominee who receives a greater number of votes “withheld” from his or her election than votes “for” such election shall immediately offer his or her resignation for consideration by the Nominating and Governance Committee. This resignation is conditioned upon acceptance by the Board and thus shall not be effective unless and until the Board, after considering the recommendation of the Nominating and Governance Committee, accepts the director nominee’s offer to resign. Nevertheless, if the director nominee does not wish to remain a director, he or she shall so state and shall tender a non-conditional resignation, which shall be effective as of the date thereof and publicly reported by the Company in a Current Report on Form 8-K filed with the SEC. The Nominating and Governance Committee will promptly consider the director nominee’s offer to resign and will recommend to the Board whether to accept or reject it. In making this recommendation, the Nominating and Governance Committee will consider all factors deemed relevant by its members, including, without limitation, the stated reasons (if any) why shareholders “withheld” votes for election from such director nominee, the length of service and qualifications of the director nominee, the director nominee’s contributions to the Company, the Corporate Governance Guidelines, whether accepting the offered resignation would cause the Company to fail to meet any applicable SEC or NYSE requirements and whether the director’s resignation from the Board would be in the best

  39. Proposal One: Election of Directors

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 15 |

  40. Proposal One: Election of Directors

    interests of the Company and its shareholders. The Board will act on the Nominating and Governance Committee’s recommendation no later than 90 days following the date of the shareholders’ meeting at which the election occurred. In considering the Nominating and Governance Committee’s recommendation, the Board will consider the information and factors considered by the Nominating and Governance Committee and such additional information and factors as the Board deems relevant. The Company will promptly disclose the Board’s decision-making process and its decision whether to accept the director nominee’s offer to resign in a Current Report on Form 8-K filed with the SEC. Any director nominee who offers his or her resignation for consideration pursuant to this provision will not participate in the Nominating and Governance Committee or Board deliberations regarding whether to accept the director nominee’s offer to resign . Code of Business Conduct Champion Homes’ Code of Business Conduct (“Code of Conduct”) applies to all members of the Board and all employees of Champion Homes’ subsidiaries and affiliated entities, including our Chief Executive Officer and senior management. The Code of Conduct outlines the principles and policies governing our Company. The standards in this Code of Conduct should be viewed as the minimum standards that the Company expects from its employees, officers, and directors, but the Code of Conduct does not supersede the Company’s specific policies and procedures. Our Code of Conduct is posted in the “Governance Documents” section on our website at www.ir.championhomes.com. All Company directors and management employees annually certify compliance with the Code. Insider Trading Policy The Company maintains an Insider Trading Policy that is reasonably designed to promote compliance with insider trading laws, rules, regulations, and NYSE listing standards. The policy applies to the Company and all directors, officers and employees of the Company and its subsidiaries. The policy was filed as Exhibit 19.1 to the Company’s Annual Report on Form 10-K for the year ended March 29, 2025, which was filed with the SEC on May 27, 2025. Process for Selecting Nominees and Shareholder Nominations Nominations of persons for election to the Board of Champion Homes may be made in advance of any annual meeting of shareholders by or at the direction of the Board or by a proposing shareholder entitled to vote for the election of directors at the meeting (the “Nominating Shareholder”). Such shareholder nominations must be made pursuant to timely notice given in writing to the Company’s Secretary. See “Shareholder Proposal Information” below. The Nominating Shareholder’s notice must set forth, as to each person whom the Nominating Shareholder proposes to nominate for election as a director certain information about the nominee and the Nominating Shareholder, as more fully set out in the Company’s By-Laws. BOARD LEADERSHIP STRUCTURE Champion Homes has split the roles of CEO and Board Chair. As non-executive chair of our Board, the Board Chair is responsible for presiding over Board meetings, executive sessions of the independent directors, and meetings of shareholders, attending meetings of the Board’s committees as appropriate, and assisting management in representing Champion Homes to external groups as needed and as determined by the Board. The Board elects its chair annually following the annual meeting of shareholders. Our CEO, Mr. Larson, oversees the day-to-day affairs of Champion Homes and directs the formulation and implementation of our strategic plans. We believe that this leadership structure is currently the most appropriate for Champion Homes because it allows our CEO to focus primarily on our business strategy and operations while leveraging the experience of our Board Chair to direct the business of the Board.

  41. Proposal One: Election of Directors

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  42. Proposal One: Election of Directors

    Our Board periodically reviews this structure and recognizes that, depending on the circumstances, a different leadership model might be appropriate. The Board has no fixed policy on whether the roles of Board Chair and CEO should be separate or combined, which maintains flexibility based on Champion Homes’ needs and the Board’s assessment of the Company’s leadership. Our corporate governance guidelines do provide that the Board appoint a lead independent director in the event the CEO is elected Board Chair or the Board Chair otherwise does not qualify as independent. COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION During fiscal 2025, the Compensation Committee was comprised of Ms. Helgren, Messrs. Capel and Patel, and, prior to his resignation from the Board, Mr. Kaufman. Mr. Kaufman was affiliated with MAK, the sole remaining Principal Shareholder (as defined below). For additional information regarding transactions between the Principal Shareholder and the Company, see “Certain Relationships and Related Person Transactions” below. BOARD’S ROLE IN STRATEGIC PLANNING While the formulation and implementation of Champion Homes’ strategic plan is primarily the responsibility of management, the Board plays an active role with respect to the Company’s strategy. This includes not only monitoring progress made in executing the strategic plan, but also regularly evaluating the strategy in light of evolving operating, economic, and other conditions. The Board carries out its role primarily through regular reviews of the Company’s strategic plan and discussions with management, which include both broad-based presentations and more in-depth analyses and discussions of specific areas of focus. In addition, regular Board meetings throughout the year include presentations and discussions with management on significant initiatives implementing the strategic plan; developments affecting an area of the Company’s business; and on trends, competition, and emerging challenges and opportunities. The Board also reviews the strategic plan, including actions taken and planned to implement the strategy, as part of its review and approval of the annual budget. BOARD’S ROLE IN RISK OVERSIGHT The Board’s oversight of risk management enhances the directors’ understanding of the risks associated with the Company’s strategic plan and its ability to provide guidance to and oversight of senior management in executing the Company’s strategy. Our Board undertakes its responsibility to oversee risks to Champion Homes through a risk governance framework designed to:

  43. Proposal One: Election of Directors

    | • | identify critical risks; |

  44. Proposal One: Election of Directors

    | • | allocate responsibilities for overseeing those risks to the Board and its committees; and |

  45. Proposal One: Election of Directors

    | • | evaluate the Company’s risk management processes. |

  46. Proposal One: Election of Directors

    The Board does not view risk in isolation. Rather, it considers risks in its business decisions in the ordinary course of the Board’s decisions and as part of the Company’s business strategy. This includes assessing potential cybersecurity risks and an ongoing review of the Company’s cybersecurity program.

  47. Proposal One: Election of Directors

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  48. Proposal One: Election of Directors

    ◼ CORPORATE GOVERNANCE OVERVIEW CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS Registration Rights Agreement On June 1, 2018, the Company, Champion Holdings and certain funds, including but not limited to MAK (collectively the “Principal Shareholders”), and certain other parties, entered into a registration rights agreement (the “Registration Rights Agreement”) providing for, among other things, customary demand registration rights, shelf registration rights, and “piggyback” registration rights in favor of the Principal Shareholders. Subsequently, the Company registered shares for its own account and for shares held by the Principal Shareholders and others. All Principal Shareholders (other than MAK) sold all their shares in the Company and, as a result, no longer have any material rights or obligations under the Registration Rights Agreement. The Company did not sell any shares in connection with those registrations. As a result of MAK’s sale of shares taking its ownership below the 5% threshold under the Investor Rights Agreement, Mr. Kaufman resigned from the Board, MAK no longer held any Registrable Securities (as defined in the Registration Rights Agreement), and the Registration Rights Agreement terminated. Investor Rights Agreement On June 1, 2018, the Company, certain principal shareholders, and Champion Holdings entered into the Investor Rights Agreement. On September 5, 2024, MAK sold shares taking its ownership below the 5% threshold under the Investor Rights Agreement and, as a result, the Investor Rights Agreement automatically terminated. Related Persons Transactions Policies and Procedures Any proposed arrangement that could give rise to a conflict of interest in which a director, officer or employee of the Company, any immediate member of their family, or any of their close associates is anticipated to receive a payment or other significant benefit, whether directly or indirectly, from the Company is to be reported to the Company’s legal or human resources department. Any such transaction involving an executive officer, director, or any of their respective immediate family members in which the amount involved exceeds $120,000 and in which any such persons will have (or may be reasonably expected to have) a direct or indirect material interest is to be reported to the Audit Committee for review and approval, except for employment relationships that have been approved by the Compensation Committee. The Audit Committee will approve a related person transaction only if it determines that: (i) the transaction serves the best interests of Champion Homes and its shareholders; and (ii) the transaction is on terms reasonably comparable to those that could be obtained in arm’s length dealings with an unrelated third party. SHAREHOLDER COMMUNICATION WITH DIRECTORS Shareholders and other interested parties who have questions or concerns should contact our investor relations team. For questions and communications shareholders and other interested parties wish to address directly to the Board, the Board Chair, or independent directors, such parties should address such communications to the Board, Board Chair, independent directors or the particular committee or director, c/o Champion Homes, Inc., 755 West Big Beaver Road, Suite 1000, Troy, Michigan 48084. All such communications should include a representation from the submitting shareholder setting forth the shareholder’s address and the number of shares of Champion Homes common stock beneficially owned by the shareholder. The Secretary is primarily responsible for monitoring communications from shareholders and will provide copies or summaries of such communications to the Board, the relevant committee, or the director to whom such communication is addressed, as the Secretary considers appropriate. Each shareholder communication will be forwarded if it relates to a substantive matter and includes suggestions or comments that the Secretary considers to be

  49. Proposal One: Election of Directors

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  50. Proposal One: Election of Directors

    CORPORATE GOVERNANCE OVERVIEW ◼ important for the directors, or director, to know. In general, shareholder communications relating to corporate governance and long-term corporate strategy are more likely to be forwarded than shareholder communications relating to personal grievances and matters as to which we tend to receive repetitive or duplicative communications. The Board will give appropriate attention to written communications on such issues and will respond as appropriate. EXECUTIVE OFFICERS Set forth below is the biographical information concerning our executive officers. Each of the executive officers, with the exception of Mr. Larson (who was appointed to his role on December 13, 2024), was appointed by the Board following the annual meeting of the Board held on August 1, 2024. Additional biographical information for Mr. Larson is included under “Proposal One - Election of Directors.”

  51. Proposal One: Election of Directors

    | Name | Age | Position | | Tim Larson | 51 | President and Chief Executive Officer | | Laurie Hough | 55 | Executive Vice President, Chief Financial Officer and Treasurer | | Joseph Kimmell | 66 | Executive Vice President, Operations | | Wade Lyall | 53 | Executive Vice President, Sales and Business Development | | Laurel Krueger | 50 | Senior Vice President, General Counsel and Secretary | | Timothy Burkhardt | 53 | Vice President and Controller |

  52. Proposal One: Election of Directors

    Laurie Hough has served as Executive Vice President, Chief Financial Officer and Treasurer of Champion Homes since June 1, 2018. Ms. Hough was, between October 2016 and June 1, 2018, the Executive Vice President and Chief Financial Officer of both Champion Holdings and Champion Home Builders, Inc. (“CHB”). Previously, Ms. Hough served as Vice President and Controller of Champion Holdings and CHB from July 2013 to October 2016, and Vice President of Accounting & Financial Reporting from October 2010 to July 2013. Prior to her time at Champion Holdings, Ms. Hough held various positions at Chrysler Group LLC and PwC. Ms. Hough is a licensed CPA and obtained her B.S. in Accounting from Oakland University. Joseph Kimmell was named Executive Vice President, Operations for Champion Homes effective July 1, 2019. Mr. Kimmell re-joined CHB in July 2010 as Regional Vice President of the Northeast Region. Previously, Mr. Kimmell served as General Manager at various CHB facilities from 1997 until 2009, and as Regional Vice President, US Northeast Region of CHB from January 2011 to July 2019. Mr. Kimmell earned his B.S. in Economics from Indiana University. Wade Lyall was named Executive Vice President, Sales and Business Development for Champion Homes effective July 1, 2019. Mr. Lyall joined CHB in 2000 as a Sales Manager. Previously, Mr. Lyall served as a General Manager at two plants in Georgia from 2002 until 2005, Regional Vice President of Sales and Marketing from 2005 until 2012, Regional Vice President of the South Region from 2012 until 2015 and was named Vice President of Sales and Business Development in 2015. Mr. Lyall received his B.S. of Business Administration from East Carolina University. Laurel Krueger has served Senior Vice President, General Counsel, and Secretary of Champion Homes since August 1, 2024. She joined Champion Homes in June 2024 as Deputy General Counsel. Previously, she served Sr. Vice President, Chief Legal Officer and Corporate Secretary of Express, Inc. since September 2021. Prior to Express, Ms. Krueger served as Executive Vice President, General Counsel and Corporate Secretary of Kontoor Brands, Inc. since January 2019. Ms. Krueger received her Juris Doctor from the University of Michigan and her B.A. and M.B.A. from the University of Michigan-Dearborn. Timothy Burkhardt has served as Vice President and Controller of Champion Homes since June 1, 2018. Previously, Mr. Burkhardt served as the Vice President and Controller of Champion Holdings and CHB from October 2016 to June 2018 and Director of Financial Reporting of Champion Holdings from October 2012 to October 2016. Mr. Burkhardt is a licensed CPA and obtained his B.A. and M.B.A. in Accounting from Michigan State University.

  53. Proposal One: Election of Directors

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  54. Proposal One: Election of Directors

    ◼ CORPORATE SUSTAINABILITY

  55. Compensation Discussion and Analysis

    | Overview | 28 | | How We Make Compensation Decisions | 29 | | What We Pay and Why: Elements of Compensation | 32 | | Base Salary | 32 | | Annual Incentive Bonus | 32 | | Long-Term Equity Awards | 35 | | Compensation Mix | 38 | | Additional Information | 39 |

  56. Compensation Discussion and Analysis

    | • | Attract, retain, motivate, and reward talented executives to drive our long-term success. |

  57. Compensation Discussion and Analysis

    The key elements of our executive compensation program are base salaries, annual cash incentive bonuses and long-term equity incentive awards. The Compensation Committee generally reviews our executive compensation program and plans annually and, following this review, makes determinations regarding base salaries, annual incentive bonus targets and long-term equity award targets. The Compensation Committee makes decisions regarding each element of pay to further the objectives described above. The specific ways in which each element of compensation supports these objectives are described beginning on page 30. The Compensation Committee most recently reviewed executive compensation in March 2025, and adjusted base salaries and the annual short term incentive opportunity in recognition of the individual executive’s performance, the Company’s performance, and the executive compensation of peer companies. The base salary adjustments were effective as of the beginning of fiscal 2026. The Compensation Committee recognizes the impact that an adjustment to one element of compensation may have on other elements. For example, an increase in an officer’s base salary will result in a larger target annual bonus value because target bonus dollars are the product of base salaries and target bonus percentages. Thus, the Compensation Committee considers the individual elements, their relationships and each executive officer’s total compensation when making compensation decisions. The Compensation Committee considers the value of stock-based compensation as an element of our executive compensation program at the time of grant of an equity award, not at the time of exercise or vesting.

  58. Compensation Discussion and Analysis

    Peer Group The Compensation Committee reviewed market compensation data provided by its independent consultant to determine whether the fiscal 2025 compensation opportunities of the NEOs were appropriate and competitive. The Company annually evaluates the peer group based on analysis by the independent consultant and the Compensation Committee’s independent judgment. In exercising its judgment, the Committee considers a wide range of comparative factors, including but not limited to business relevance, revenue, market capitalization, return on invested capital, operating margin and total shareholder return. During the fiscal 2025 review, the Committee determined the Company’s existing peer group remained appropriate. The Company believes the peers continue to fall within a reasonable range (both above and below Champion Homes) of comparative factors such as revenue, market capitalization, return on invested capital, operating margin and one- and three-year total shareholder return. These peers are considered to be within complementary industries — namely homebuilding, building products, and recreational vehicles.

  59. Compensation Discussion and Analysis

    The Compensation Committee considers both peer group data and broader survey data in benchmarking compensation. The Compensation Committee believes that this mix of data provides the most comprehensive view of executive compensation levels and practices at companies against which we compete for talent, and it allows the Compensation Committee to ensure that Champion Homes continues to provide appropriate and competitive compensation opportunities. This mix of data also allows the Compensation Committee to obtain broader market context with regard to certain positions that may not exist in a comparable form at every company in our peer group or that may not qualify as a NEO at every company in our peer group. In addition to the peer group and survey data that the Compensation Committee uses to assess the competitive marketplace, the Compensation Committee considers the Company’s performance as well as each executive’s individual performance and ability to assume increasing responsibilities within the Company, internal pay equity and succession planning. The Compensation Committee generally uses base salary and incentive compensation for executives with similar roles and responsibilities at our peer companies as a reference in setting the base salaries, target annual incentive bonus opportunities and the long-term equity award grant date values for our NEOs, and evaluates individual executive performance and potential, as well as internal pay equity. Our annual and long-term incentive plans are designed to further reward our NEOs and other employees when the Company performs well both on an annual basis and over the longer term. In particular, if the Company delivers sustained increases in shareholder value, the long-term equity awards are targeted to provide an opportunity for total direct compensation beyond the median of the blended peer/survey data.

  60. Compensation Discussion and Analysis

    | Base Salary | + | Annual Incentive Bonus | + | Long-Term Equity Awards | = | Total Direct Compensation |

  61. Compensation Discussion and Analysis

    This section describes these elements and details the amounts earned by our NEOs in fiscal 2025. Base Salary We pay competitive base salaries to retain key executive officers and attract the new talent necessary for our long-term success. An executive officer’s base salary generally reflects the executive officer’s responsibilities, tenure and job performance, as well as the market for the role. The Compensation Committee generally reviews officer base salaries annually. When the Compensation Committee reviews base salaries, it considers the reports and advice provided by its independent compensation consultant, the peer group and survey data described above, and the recommendations of our CEO for executives other than himself. Our Compensation Committee approved adjustments to the base salaries and annual incentive bonus targets for our NEOs in March 2025, effective with the first pay period in fiscal 2026. That adjustment is not reflected in the tables below, which reflect compensation in effect for fiscal 2025. Prior to that adjustment, we had last adjusted our NEOs’ base salaries in March 2024. The salary adjustments reflect changes to remain in line with the median salary of our peer Companies and performance as measured against our peer Companies. The table below details the base salaries in effect at the end of each fiscal year presented.

  62. Compensation Discussion and Analysis

    Annual Incentive Bonus We maintain an annual cash incentive bonus plan to drive the achievement of our short-term (annual) financial goals. The amount of the incentive bonus actually paid depends on our performance, which is measured at year end relative to the objective performance goals established by the Compensation Committee at the beginning of each fiscal year. Bonuses are not guaranteed. The Compensation Committee establishes objective performance criteria and sets robust performance targets for our annual incentive plan to drive the achievement of Champion Homes’ financial goals. The Compensation Committee determines all incentive bonuses in accordance with the Champion Homes, Inc. Annual Performance-Based Bonus Plan (“Bonus Plan”).

  63. Compensation Discussion and Analysis

    The Corporate Performance Achievement (“CPA”) factors and targets for fiscal 2025 were financially based, with Consolidated Earnings Per Share (“EPS”) constituting 50% and Consolidated Revenue constituting 50%. The NEO participants in the Bonus Plan can earn a multiplier of between 0% and 200% of the annual incentive target, depending on the level of achievement against the targets. Historically the Compensation Committee has adjusted the CPA factors and targets for each fiscal year. The Bonus Plan grants the Compensation Committee discretion to adjust the amount of any bonus paid to a NEO based on individual performance. The Compensation Committee may also decide not to pay a bonus even when performance targets have been met. A full discussion of the annual incentive bonus performance metrics is included in the chart on page 34. We calculate bonuses using the following formula:

  64. Compensation Discussion and Analysis

    | Base Salaryx | Target Percentage of Base Salaryx | Performance Achievement | = | Annual Incentive Payment |

  65. Compensation Discussion and Analysis

    | Name | Fiscal 2025 Base Salary ($) | Annual Incentive Target (%) | Annual Incentive Target ($) | | Tim Larson (1) | 650,000 | 138.5% | 900,250 | | Laurie Hough | 537,500 | 125.0% | 671,875 | | Joseph Kimmell | 410,000 | 140.0% | 574,000 | | Wade Lyall | 410,000 | 140.0% | 574,000 | | Laurel Krueger | 375,000 | 100.0% | 375,000 | | Mark Yost | 780,000 | 133.0% | 1,037,400 |

  66. Compensation Discussion and Analysis

    | (1) Mr. Larson’s target bonus percentage was increased to 138.5%, from 120%, for the period after his appointment to the role of President and CEO. |

  67. Compensation Discussion and Analysis

    | Name | Fiscal 2025 Base Salary ($) | Annual Incentive Target (%) | Annual Incentive Target ($) | Annual Incentive Maximum ($) | Performance Achievement (% of Payout) | Fiscal 2025 Annual Incentive Bonus ($) | | Tim Larson (1) | 650,000 | 138.5% | 900,250 | 1,800,500 | 115.5% | 712,611 | | Laurie Hough | 537,500 | 125.0% | 671,875 | 1,343,750 | 115.5% | 775,875 | | Joseph Kimmell | 410,000 | 140.0% | 574,000 | 1,148,000 | 115.5% | 662,849 | | Wade Lyall | 410,000 | 140.0% | 574,000 | 1,148,000 | 115.5% | 662,849 | | Laurel Krueger (1) | 375,000 | 100.0% | 375,000 | 750,000 | 115.5% | 348,579 | | Mark Yost (2) | 780,000 | 133.0% | 1,037,400 | 2,074,800 | 100.0% | 1,037,400 |

  68. Compensation Discussion and Analysis

    | (1) The fiscal 2025 annual incentive bonus for Mr. Larson and Ms. Krueger was based on a prorated calculation for the respective time in their positions. |

  69. Compensation Discussion and Analysis

    | (2) The fiscal 2025 annual incentive bonus for Mr. Yost was calculated at 100% of his annual incentive target based on the terms of his separation agreement. |

  70. Compensation Discussion and Analysis

    | Step One: Select Performance Measures | For fiscal 2025, the Compensation Committee decided that the NEOs would have two primary company-wide metrics upon which performance would be measured (collectively, the CPA factors). The following chart provides detail on the metrics established by the Compensation Committee for fiscal 2025. | | | | Performance Measure | Target Percentage | | | Consolidated EPS | 50% | | | Consolidated Revenue | 50% |

  71. Compensation Discussion and Analysis

    | Step Two: Select Performance Targets | Performance Target | Consolidated EPS ($) | Consolidated Revenue ($ mil) | | | Threshold | 3.06 | 2,202 | | | Target | 3.40 | 2,447 | | | Over-Perform | 3.74 | 2,692 | | | Maximum | 4.08 | 2,936 | | Step Three: Select Performance Achievement | The Compensation Committee then established the following performance payout scale for each Company Performance Achievement factor for fiscal 2025: • 50% if the threshold target was achieved • 100% if the target was achieved • 150% if the over-perform target was achieved • 200% if the maximum target was achieved If the threshold performance target for a particular factor was not achieved, no incentive bonus would be paid with respect to that factor. The payout is determined using straight-line interpolation when actual achievement falls between two performance targets. | | | | Step Four: Assess Performance Against Targets and Determine Payouts | For fiscal 2025, the Compensation Committee confirmed that the Company achieved $3.56 in Consolidated EPS and $2,483 million of Consolidated Revenue for purposes of measuring bonus achievement. Consolidated EPS included certain adjustments for expenses the Committee did not consider applicable to measuring performance under the terms of the bonus program. | | |

  72. Compensation Discussion and Analysis

    Long-Term Equity Awards The Company adopted the 2018 Equity Incentive Plan (“Equity Incentive Plan”) to advance the interests of the Company by providing for the grant of stock and stock-based incentive awards to participants. All of the long-term equity grants in fiscal 2025 and 2024 were made pursuant to the Equity Incentive Plan. We grant long-term equity awards to align the interests of our executives with those of our shareholders, by tying our executives’ long-term compensation directly to growth in the Company’s stock price and to the achievement of our strategic goals. We also believe that long-term equity awards are an important retention tool. In fiscal 2025 we granted each of our NEOs two types of long-term equity awards:

  73. Compensation Discussion and Analysis

    | 1) | Performance stock units (“PSUs”)* – comprising 50% of the total long-term equity grant; and |

  74. Compensation Discussion and Analysis

    | 2) | Restricted stock units (“RSUs”) – comprising 50% of the total long-term equity grant. |

  75. Compensation Discussion and Analysis

    In determining the number of PSUs and RSUs to award, the Compensation Committee considered the NEO’s role at the Company, the NEO’s employment agreement, if applicable, benchmarking data, our recent financial performance, the performance of our common stock, the fair market value of the awards, the expense and the dilutive effect of any potential awards, succession planning, and the importance of retaining the officer’s services. The Compensation Committee also solicited the advice of its independent compensation consultant and the opinion of the Company’s CEO except with respect to the awards to the CEO. The CEO generally provides the Compensation Committee an initial recommendation for annual long-term equity awards for the other NEOs. The Compensation Committee reviews this recommendation and makes its own independent determination.

  76. Performance Stock Units

    Performance Stock Units PSUs, which were granted to the NEOs on March 25, 2025, cliff vest at the conclusion of a three-year performance period on the basis of the Company’s achievement of performance criteria defined in each PSU award agreement. Depending on the level of achievement, PSUs represent the right to receive between 0% and 200% of a targeted number of shares of our common stock. For PSUs granted in fiscal 2025, the Compensation Committee used measures for relative Total Shareholder Return (“rTSR”) and Single Family Home Completion Market Share (“SFHC Market Share”) as the PSU performance measures. The rTSR portion of the award represented 60% and the SFHC Market Share portion of the award represented 40%. For these grants, rTSR will be measured using the Company’s percentile ranking within the performance peer group included in Exhibits 10.25 and 10.26 to Champion Homes’ Annual Report on Form 10-K for the fiscal year ended March 29, 2025. SFHC Market Share will be measured against the Company’s percentage of total single family housing completions, also as referenced in Exhibits 10.25 and 10.26. The Compensation Committee considers PSUs to be a key component of our pay-for-performance philosophy because the PSUs directly tie the amount of equity that can be earned to Champion Homes’ shareholder return, which directly aligns the interests of our executives and our shareholders. For this reason, the Compensation Committee believes rTSR to be an appropriate reflection of the Company’s performance. In addition, the multi-year performance period serves as a retention tool and ensures that our executives are appropriately focused on Champion Homes’ long-term strategic and financial goals.

  77. Performance Stock Units

    | * The value of these awards reflected in the table on page 37 and in the Summary Compensation Table on page 42 is the grant date fair value determined for accounting purposes using, in part, a Monte Carlo simulation model, which applies a valuation factor to the target award to estimate the probable outcome of the performance conditions and resulted in a higher grant date fair value than the target award. |

  78. Performance Stock Units

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  79. Performance Stock Units

    The formula governing the earnout of the PSUs is set forth below.

  80. Performance Stock Units

    | Total Shareholder Return | Percentile Rank | Payout % | | Threshold | 25th. | 50% | | Target | 55th. | 100% | | Maximum | 80th. | 200% | | Single Family Home Completion Market Share | Percent | Payout % | | Threshold | 2.50% | 50% | | Target | 2.75% | 100% | | Maximum | 3.00% | 200% |

  81. Performance Stock Units

    The actual payout percentage is determined using straight-line interpolation for performance that falls between the threshold and the target levels or between the target and the maximum levels. If the threshold performance goal is not achieved, the PSUs do not vest, and no shares will be earned. PSUs awarded in fiscal 2025 will vest, if at all, at the end of the three-year performance period concluding on March 25, 2028. The PSUs will also vest upon a change in control (as such term is defined in the PSU award agreement) at the greater of 100% or performance measured as of the close of the month prior to the effective date of the change in control, provided that the NEO is employed by or otherwise providing services to the Company on the date of such change in control. In addition, if the NEO’s employment or other service relationship with the Company or any of the Company’s subsidiaries is terminated without “cause” (as defined in the Equity Incentive Plan or in certain NEO’s written employment agreements) or if the NEO resigns employment for “good reason” (as defined in the PSU award agreement), in either case prior to the vesting of the PSUs, then a specified percentage of the PSUs as described in the PSU award agreement shall remain outstanding and eligible to vest based on actual performance for one year following such termination of employment or service, but only if they otherwise would have vested. In the event there is no vesting event within one year of termination, the PSUs will be forfeited and cancelled for no consideration. Each NEO’s PSU award agreement also incorporates provisions with respect to perpetual confidentiality, as well as non-competition and non-solicitation provisions that apply during employment and for 18 months following the NEO’s termination of employment for NEOs with employment agreements, and 12 months for NEOs without employment agreements. A breach by the NEO of such provisions, depending on when such breach occurred, could result in the NEO’s termination of employment for cause and the termination of the PSU award, or action taken under the Company’s Compensation Recoupment Policy.

  82. Restricted Stock Units

    Restricted Stock Units The Company granted RSUs to each of the NEOs on March 25, 2025, that are subject to continued employment by or other service to the Company through each vesting date. The RSUs generally vest in equal installments on each of the first three anniversaries of the vesting commencement date. We believe the RSUs deliver a meaningful long-term incentive that balances risk and potential reward. These awards also serve as an effective retention tool to motivate our NEOs to remain with the Company and continue to drive performance. RSU awards are only earned if the individual continues to be employed by or otherwise provides service to the Company through the applicable vesting dates of the awards. Vesting and delivery of the shares underlying the RSUs will occur in equal one-third installments on the first three anniversaries of the vesting commencement date or earlier on the occurrence of a change in control (as such term is defined in the RSU award agreement).

  83. Restricted Stock Units

    | 36 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  84. Restricted Stock Units

    In addition, if the NEO’s employment or other service relationship with the Company or any of the Company’s subsidiaries is terminated without “cause” (as defined in the Equity Incentive Plan or in certain NEO’s written employment agreements) or if the NEO resigns employment for “good reason” (as defined in the RSU award agreement), then the next one-third of RSUs that would have vested had such NEO remained employed or in service shall vest upon such termination of employment or service. Further, the unvested RSUs subject to the award shall vest and deliver upon the NEO’s termination of employment or service due to death or disability (“disability” being defined in the Equity Incentive Plan). Each NEO’s RSU award agreements also incorporate provisions with respect to perpetual confidentiality, as well as non-competition and solicitation provisions that apply during employment and for 18 months following the NEO’s termination of employment for NEOs with employment agreements, and 12 months for NEOs without employment agreements. A breach by the NEO of such provisions, depending on when such breach occurred, could result in the NEO’s termination of employment for cause and the termination of the RSU award, or action taken under the Company’s Compensation Recoupment Policy.

  85. Stock Options

    Stock Options Prior to fiscal 2022, the Company granted stock options to our NEOs. Such stock options represented the right to purchase one share of the Company’s common stock at the exercise price, or “strike” price. The stock options vest in equal annual installments on each of the first three anniversaries of the vesting commencement date. The stock options expire on the tenth anniversary of the grant date. Complete information on the terms of such prior option awards can be found in previously filed Proxy Statements. The Compensation Committee has not included stock options in the long-term incentive awards since fiscal 2021.

  86. Fiscal 2025 Long-Term Equity Awards

    Fiscal 2025 Long-Term Equity Awards In fiscal 2025, as described above and noted below, and as part of the Compensation Committee’s review of executive compensation, the Compensation Committee approved the grant of PSU and RSU awards to our NEOs as part of our annual long-term equity award process, to reflect the Company’s and individual NEO’s performance.

  87. Fiscal 2025 Long-Term Equity Awards

    | Name | Grant Date Fair Value of PSUs ($) | Grant Date Fair Value of RSUs ($) | Total Grant Date Fair Value ($) | | Tim Larson (1) | 1,962,315 | 3,196,614 | 5,158,929 | | Laurie Hough | 834,224 | 663,461 | 1,497,685 | | Joseph Kimmell | 601,394 | 478,291 | 1,079,685 | | Wade Lyall | 601,394 | 478,291 | 1,079,685 | | Laurel Krueger (2) | 490,394 | 918,674 | 1,409,068 | | Mark Yost | — | — | — |

  88. Fiscal 2025 Long-Term Equity Awards

    | (1) Mr. Larson was awarded 15,939 RSUs in conjunction with his appointment to President and Chief Executive Officer on December 16, 2024 in addition to the March 25, 2025 annual award. |

  89. Fiscal 2025 Long-Term Equity Awards

    | (2) Ms. Krueger was awarded 6,720 RSUs in conjunction with her appointment to Senior Vice President, General Counsel and Secretary on August 1, 2024 in addition to the March 25, 2025 annual award. |

  90. Fiscal 2025 Long-Term Equity Awards

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  91. Fiscal 2025 Long-Term Equity Awards

    Compensation Mix As our executives assume more responsibility, we generally increase the percentage of their compensation that is variable and performance based. We do not have a pre-established policy or target for allocation between specific compensation components. The following charts, however, show that the majority of target total direct compensation for our CEO and our other NEOs as a group is not fixed but rather is variable and will be earned or paid, as applicable, based on Company and/or individual performance and/or stock price. The following charts and tables reflect the target total direct compensation (base salary, target annual incentive bonus and long-term equity grants (in the case of PSUs, assuming target performance) set by the Compensation Committee.

  92. Fiscal 2025 Long-Term Equity Awards

    | CEO Annual Total Direct Compensation | Average NEO Annual Total Direct Compensation | | | |

  93. Fiscal 2025 Long-Term Equity Awards

    The table below illustrates how the target annual total direct compensation set by the Compensation Committee for each of our NEOs was allocated between fixed and variable compensation for fiscal 2025, as well as the breakdown of variable compensation that was based on annual and long-term Company performance and/or stock price.

  94. Fiscal 2025 Long-Term Equity Awards

    | | Percentage of Annual Total Direct Compensation | | Percentage of Annual Variable Compensation | | | Name | Fixed | Variable | Annual | Long-Term | | Tim Larson | 10% | 90% | 15% | 85% | | Laurie Hough | 20% | 80% | 31% | 69% | | Joseph Kimmell | 20% | 80% | 35% | 65% | | Wade Lyall | 20% | 80% | 35% | 65% | | Laurel Krueger | 17% | 83% | 21% | 79% |

  95. Fiscal 2025 Long-Term Equity Awards

    | 38 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  96. Fiscal 2025 Long-Term Equity Awards

    ADDITIONAL INFORMATION Employment Agreements Mses. Hough and Krueger and Mr. Larson have employment agreements with the Company. The employment agreements provide for a base salary, annual target and maximum bonus opportunities, grants under the Equity Incentive Plan, participation in the Company’s broad-based employee benefit plans, severance benefits in the event of certain types of termination of employment (as described in more detail under “Potential Payments Upon Termination or Change in Control”), and reimbursement of reasonable business-related expenses (subject to any limitations or restrictions imposed by our Board). Mr. Yost also had an employment agreement with the Company providing for similar terms prior to the termination of his employment on December 13, 2024. Severance Arrangements The Champion Home Builders, Inc. Separation Allowance Plan (“Separation Plan”) applies broadly to eligible participants who have at least twelve (12) months service with the Company and allows for management discretion in determining, on a case-by-case basis, a separation allowance and a period of benefits continuance in the event the participant’s employment is involuntarily terminated by the Company. The Separation Plan generally provides for severance payments based on the recipient’s position and years of service with the Company and excludes from participation any executive officer or other person with an individual separation agreement or other written agreement that provides for post-termination benefits. Benefit, Retirement and Deferred Compensation Plans Our executive officers participate in the same employee benefit plans that are made available to the Company’s employees generally. These benefits are intended to be part of a competitive compensation package. In fiscal 2022, the Compensation Committee approved a limited healthcare benefit for the NEOs and other Section 16 Officers that provides the opportunity to participate in the Executive Wellness Program. For those executives who participated in the program, the cost of the program is included in the Summary Compensation Table for on page 42. We do not provide a defined benefit pension plan for our NEOs or other employees. Our currently employed NEOs are eligible to participate in our 401(k) plan (the “401(k) Plan”) on the same terms as are generally provided to our full-time U.S. salaried employees. The Company provides matching contributions in respect of a portion of the participant’s elective deferrals under the 401(k) Plan. We do not provide any nonqualified deferred compensation plans for our NEOs. Clawback In November 2020, the Company adopted a Compensation Recoupment Policy. In March 2023, the Company approved a revised Compensation Recoupment Policy (the “Recoupment Policy”) to bring the existing policy in line with the final clawback rules adopted by the SEC under the Dodd-Frank Wall Street Reform and Consumer Protection Act. The Recoupment Policy permits the Compensation Committee to review the Performance-Based Compensation of its executives, collectively, for a three-year period preceding the date on which any determination is made that a restatement of the Company’s financial statements is necessary. Performance-Based Compensation is defined to include bonus, equity awards and any other incentive compensation. The Compensation Committee will use reasonable efforts to recover any excess compensation paid (calculated as the difference between what should have been awarded under the restated financial statements and what was awarded). The Compensation Committee may determine not to seek to recover excess compensation if doing so is impracticable and satisfies one of three other conditions set out in the Recoupment Policy.

  97. Fiscal 2025 Long-Term Equity Awards

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 39 |

  98. Fiscal 2025 Long-Term Equity Awards

    Stock Ownership Guidelines In November 2021, the Company implemented Stock Ownership Guidelines and Holding Requirements for Senior Management and Independent, Non-Employee Directors. The policy sets a minimum threshold of stock ownership to be achieved by each within three (3) years of the later of the effective date of the guidelines or first becoming an equity plan participant. The Guidelines prescribe the following holdings:

  99. Fiscal 2025 Long-Term Equity Awards

    | Position | Holding Requirement | | CEO | 3 times base salary | | CFO | 1.5 times base salary | | Other Section 16 Officers | 1 times base salary | | Non-employee Directors | 3 times annual cash retainer |

  100. Fiscal 2025 Long-Term Equity Awards

    The Guidelines provide the Compensation Committee with discretion to take certain actions against an executive officer or independent non-employee director until the Guidelines are met by the participant. As of March 29, 2025, our CEO, CFO and all of our Section 16 Officers and Non-employee Directors were in compliance with the holding requirements set out in the guidelines, with the exception of our newest Director, Ms. Fedewa, who joined the Board in March 2025 and has three years to comply with the requirement. Policies and Practices Related to the Timing of Equity Grants While the Company has previously granted stock options, the Company does not currently grant new awards of stock options, stock appreciation rights, or similar option-like instruments. Accordingly, the Company has does not have a specific policy or practice on the timing of such awards in relation to the disclosure of material nonpublic information by the Company. In the event the Company determines to grant such awards in the future, the Board and the Compensation Committee will evaluate the appropriate steps to take in relation to the foregoing. Hedging and Pledging The Company’s Insider Trading Policy generally prohibits all persons covered under the policy, including our executive officers and our non-employee directors, from holding Champion Homes stock in a margin account or otherwise pledging such securities as collateral for a loan. The Company’s Insider Trading Policy requires all transactions in put options, call options or other derivatives as to which the underlying securities are Champion Homes stock, and all hedging transactions involving derivatives where the primary underlying asset is Champion Homes stock, to be publicly disclosed by our executive officers and non-employee directors as required by Section 16(a) of the Exchange Act. Hedging transactions are permissible but only within an approved trading window and with pre-clearance from the Compliance Officer. Deductibility of Executive Compensation We consider objectives such as attracting, retaining and motivating leaders when we design our executive compensation programs. We also consider the tax-deductibility of compensation, but it is not our sole consideration.

  101. Fiscal 2025 Long-Term Equity Awards

    | 40 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  102. Fiscal 2025 Long-Term Equity Awards

    COMPENSATION COMMITTEE REPORT ◼

  103. Compensation Committee Report

    | Name and Principal Position | Year | Salary ($) (1) | Bonus ($) | Stock Awards ($) (2) | Option Awards ($) | Non-Equity Incentive Plan Compensation ($) (3) | Change in pension value and nonqualified deferred compensation earnings ($) | All Other Compensation (4) | Total ($) | | Tim Larson President and Chief Executive Officer | 2025 | 484,400 | — | 5,158,929 | — | 712,611 | — | 7,266 | 6,363,206 | | | 2024 | 400,000 | — | 1,310,685 | — | — | — | 9,905 | 1,720,590 | | | 2023 | 392,308 | — | 1,622,548 | — | 489,280 | — | 9,185 | 2,513,321 | | Laurie Hough Executive Vice President, Chief Financial Officer and Treasurer | 2025 | 537,500 | — | 1,497,685 | — | 775,875 | — | 10,653 | 2,821,713 | | | 2024 | 500,000 | — | 1,638,404 | — | — | — | 13,065 | 2,151,469 | | | 2023 | 480,769 | — | 1,988,455 | — | 955,625 | — | 11,123 | 3,435,972 | | Joseph Kimmell Executive Vice President, Operations | 2025 | 410,000 | — | 1,079,685 | — | 662,849 | — | 11,589 | 2,164,123 | | | 2024 | 385,000 | — | 1,182,209 | — | — | — | 11,677 | 1,578,886 | | | 2023 | 377,307 | — | 1,431,633 | — | 824,131 | — | 7,932 | 2,641,003 | | Wade Lyall Executive Vice President, Sales and Business Development | 2025 | 410,000 | — | 1,079,685 | — | 662,849 | — | 8,018 | 2,160,552 | | | 2024 | 385,000 | — | 1,182,209 | — | — | — | 9,637 | 1,576,846 | | | 2023 | 377,307 | — | 1,431,633 | — | 824,131 | — | 8,290 | 2,641,361 | | Laurel Krueger Senior Vice President, General Counsel and Corporate Secretary | 2025 | 302,885 | — | 1,409,068 | — | 348,579 | — | 10,454 | 2,070,986 | | Mark Yost Former President and Chief Executive Officer | 2025 | 555,000 | — | — | — | 1,037,400 | — | 191,622 | 1,784,022 | | | 2024 | 750,000 | — | 4,908,968 | — | — | — | 13,530 | 5,672,498 | | | 2023 | 719,231 | — | 5,822,066 | — | 1,525,178 | — | 11,171 | 8,077,646 |

  104. Compensation Committee Report

    | Year | Summary Compensation Table Total for PEO Tim Larson ($) (1) | Compensation Actually Paid to PEO Tim Larson ($) (1) (2) | Summary Compensation Table Total for PEO Mark Yost ($) (1) | Compensation Actually Paid to PEO Mark Yost ($) (1) (2) | Average Summary Compensation Table Total for Non-PEO Named Executive Officers ($) (3) | Average Compensation Actually Paid to Non-PEO Named Executive Officers ($) (3) (4) | Value of Initial Fixed $100 Investment Based on: | | Net Income (in thousands) ($) | Company Selected Measure —Revenue (in thousands) ($) (6) | | | | | | | | | Cumulative Total Shareholder Return ($) | Cumulative Peer Group Shareholder Return ($) (5) | | | | 2025 | 6,363,206 | 6,891,860 | 1,784,022 | (5,787,784) | 2,304,344 | 2,838,848 | 604.34 | 332.48 | 198,413 | 2,483,448 | | 2024 | — | — | 5,672,498 | 4,968,664 | 1,756,948 | 1,609,135 | 542.16 | 416.21 | 146,696 | 2,024,823 | | 2023 | — | — | 8,077,646 | 11,308,701 | 2,807,914 | 3,727,096 | 479.78 | 273.42 | 401,802 | 2,606,560 | | 2022 | — | — | 5,765,742 | 9,156,467 | 2,160,329 | 3,003,454 | 350.00 | 217.54 | 248,044 | 2,207,229 | | 2021 | — | — | 2,635,562 | 7,280,148 | 1,104,635 | 2,446,060 | 288.65 | 269.19 | 84,899 | 1,420,881 |

  105. Compensation Committee Report

    | (2) Adjustments to the Summary Compensation Table Total to arrive at Compensation Actually Paid (“CAP”) for our PEOs are shown below. No adjustments were necessary for defined benefit and pension plans, dividends, or equity awards granted and vested during the same fiscal year. The assumptions used for determining the fair values shown in this table are materially consistent with those used to determine the fair values disclosed as of the grant date of such awards. |

  106. Director Compensation

    Director Compensation Our non-employee directors are compensated for their services as described below. DIRECTOR COMPENSATION PROGRAM The following table describes the components of our non-employee director compensation program for fiscal 2025, which remain unchanged from fiscal 2024. The Compensation Committee periodically reviews this program and recommends changes to the Board as appropriate.

  107. Director Compensation

    | Compensation Element | Director Compensation Program (1) | | Director Annual Cash Retainer | $65,000 | | Annual Equity Retainer | $100,000 (2) | | Board Chair Annual Retainer | $115,000 | | Committee Chair Fee | $18,500 for the Audit Committee $18,500 for the Compensation Committee $15,000 for the Nominating and Governance Committee | | Committee Member Fee | $10,000 for the Audit Committee $10,000 for the Compensation Committee $7,500 for the Nominating and Governance Committee |

  108. Director Compensation

    | (1) In addition to the compensation elements disclosed above, we reimburse our directors for travel and other necessary business expenses incurred in the performance of their services to us. |

  109. Director Compensation

    | (2) The annual equity retainer consists of RSUs that vest on the earlier of the one-year anniversary of the vesting commencement date or the next Annual Meeting of Shareholders. RSUs granted to non-employee directors in fiscal 2025 will vest on July 24, 2025, generally subject to continued service through such date. RSUs will vest in full in the event a director’s service is terminated by the Company without “cause” or by reason of the director’s “disability” (as each such term is defined in the Equity Incentive Plan) or if the director’s service terminates due to the director’s death. Delivery of the shares underlying the vested RSUs shall occur upon the earlier of: (i) the vesting date; and (ii) the occurrence of a change in control (as defined in the RSU award agreement). Each non-employee director RSU award agreement also incorporates provisions with respect to perpetual confidentiality. A breach by the non-employee director of such provisions could result in such non-employee director’s termination for cause and the termination of the RSU award for no consideration. |

  110. Director Compensation

    | 54 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  111. Director Compensation

    DIRECTOR COMPENSATION ◼ NON-EMPLOYEE DIRECTOR COMPENSATION IN FISCAL 2025 The following table provides each element of non-employee director compensation during fiscal 2025.

  112. Director Compensation

    | Name | Fees Earned or Paid in Cash ($) (1) | Stock Awards ($) (2) | Total ($) | | Keith Anderson (3) | 52,129 | 100,000 | 152,129 | | Michael Berman | 91,000 | 100,000 | 191,000 | | Eddie Capel | 133,500 | 100,000 | 233,500 | | Mary Fedewa (4) | 3,214 | — | 3,214 | | Erin Mulligan Helgren | 85,000 | 100,000 | 185,000 | | Michael Kaufman (5) | 45,000 | 100,000 | 145,000 | | Tawn Kelley | 87,466 | 100,000 | 187,466 | | Nikul Patel | 75,000 | 100,000 | 175,000 | | Gary Robinette | 72,500 | 100,000 | 172,500 |

  113. Director Compensation

    | (1) Represents the cash compensation earned in fiscal 2025 for Board and Committee service. |

  114. Director Compensation

    | (2) Represents the aggregate grant date fair value of stock awards made in fiscal 2025 as determined in accordance with ASC 718, disregarding the effects of estimated forfeitures. The Company grants RSUs annually to each non-employee director in conjunction with the Annual Meeting of Shareholders. On August 1, 2024, the Company granted each then-serving non-employer director 1,226 shares of RSUs, which remained unvested as of June 2, 2025, except with respect to Mr. Anderson and Mr. Kaufman as noted below. |

  115. Director Compensation

    | (3) Mr. Anderson passed away in October 2024. The RSUs granted to him on August 1, 2024 immediately vested upon his passing. |

  116. Director Compensation

    | (4) Ms. Fedewa was appointed to the Board effective March 11, 2025. |

  117. Director Compensation

    | (5) Mr. Kaufman resigned from the Board on September 5, 2024. The stock award granted to him on August 1, 2024 was forfeited upon his resignation. |

  118. Director Compensation

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  119. Director Compensation

    ◼ DIRECTOR COMPENSATION SHARE OWNERSHIP OF CERTAIN BENEFICIAL OWNERS As of June 2, 2025, our directors and executive officers beneficially owned, including share-based awards expected to vest and be issued or will become exercisable within 60 days, in the aggregate, 698,602 shares of Champion Homes common stock (or collectively approximately 1.2% of the outstanding shares of Common Stock). The following table describes the shares of Champion Homes common stock that each of the following persons beneficially owned as of June 2, 2025 by each of Champion Homes’ current directors, Champion Homes’ NEOs, all of Champion Homes’ current directors and executive officers as a group, and each other person known to Champion Homes to beneficially own more than five percent of the outstanding shares of Champion Homes common stock.

  120. Director Compensation

    | Name** | Position | Shares of Common Stock Beneficially Owned | Percent of Class | | DIRECTORS: (1) | | | | | Tim Larson | President and Chief Executive Officer, Director | 25,097 | * | | Michael Berman | Director | 8,325 | * | | Eddie Capel | Chairman of the Board, Director | 12,678 | * | | Mary Fedewa | Director | — | * | | Erin Mulligan Helgren | Director | 6,170 | * | | Tawn Kelley | Director | 2,722 | * | | Nikul Patel | Director | 4,420 | * | | Gary Robinette | Director | 35,206(7) | * | | NAMED EXECUTIVE OFFICERS: | | | | | Laurie Hough | Executive Vice President, Chief Financial Officer and Treasurer | 127,714 | * | | Joseph Kimmell | Executive Vice President, Operations | 14,792 | * | | Wade Lyall | Executive Vice President, Sales and Business Development | 29,286 | * | | Laurel Krueger | Senior Vice President, General Counsel and Secretary | 2,240 | * | | Mark Yost | Former President and Chief Executive Officer | 393,785(8) | * | | All executive officers and directors of Champion Homes as a group (14 persons) (2) | | 698,602 | 1.2% | | GREATER THAN 5% SHAREHOLDERS (3): | | | | | BlackRock Fund Advisors (4) | | 8,717,612 | 15.3% | | The Vanguard Group, Inc. (5) | | 5,942,992 | 10.4% | | Wellington Management Group LLP (6) | | 4,246,012 | 7.4% |

  121. Director Compensation

    | * Indicates less than 1.0% of the total number of outstanding shares of Champion Homes common stock calculated in accordance with Rule 13d-3 under the Exchange Act. |

  122. Director Compensation

    | ** Unless otherwise indicated, the address for all persons is 755 West Big Beaver Road, Suite 1000, Troy, Michigan 48084. |

  123. Director Compensation

    | (1) Information with respect to the directors and executive officers is based on our records and data supplied by each of the directors and executive officers. Information with respect to beneficial owners of more than five percent of the outstanding shares of our common stock is based on filings those persons have made with the SEC. |

  124. Director Compensation

    | (2) In addition to shares held by the directors and named executive officers identified in the table above, 36,167 are beneficially owned by Champion Homes executive officer Timothy Burkhardt, Vice President and Controller. |

  125. Director Compensation

    | (3) Information reported with respect to greater than 5% shareholders is as of December 31, 2024. |

  126. Director Compensation

    | 56 | Champion Homes, Inc. | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement |

  127. Director Compensation

    DIRECTOR COMPENSATION ◼

  128. Director Compensation

    | (4) The address of BlackRock, Inc. is 50 Hudson Yards, New York, NY 10001. |

  129. Director Compensation

    | (5) The address of The Vanguard Group is 100 Vanguard Blvd., Malvern, PA 19355. |

  130. Director Compensation

    | (6) The address of Wellington Management Group LLP is 280 Congress Street, Boston, MA 02210. |

  131. Director Compensation

    | (7) Consists of (i) 8,206 shares of Champion Homes common stock held of record by Mr. Robinette, including shares of our common stock issuable upon the vesting of restricted stock units within 60 days of June 2, 2025, and (ii) 27,000 shares of our common stock held of record by Robinette Family, LLC. Mr. Robinette retained the rights to vote the shares. |

  132. Director Compensation

    | (8) Shares of common stock beneficially owned by Mr. Yost represent the amount disclosed in Mr. Yost’s Form 5 filing on May 13, 2025. |

  133. Director Compensation

    DELINQUENT SECTION 16(A) REPORTS Our executive officers, directors, and persons who beneficially own more than 10% of our common stock are required to report any transactions in our common stock to the SEC and to share those reports with us. As a matter of practice, we assist our executive officers and directors in preparing and filing these reports. Based solely upon a review of such reports, or on written representations from certain reporting persons that no reports were required for such persons, we believe that, during fiscal 2025, all required events of our officers, directors, and 10% shareholders required to be reported were timely filed except as follows: (i) each of directors Anderson and Helgren had one delinquent report on Form 4 covering one transaction, filed August 13, 2024, (ii) each of executive officers Burkhardt, Hough, Kimmell, and Lyall each had one delinquent report on Form 4 covering one transaction, filed on March 26, 2025 and (iii) Mr. Larson had two delinquent reports on Form 4, each covering one transaction, filed on August 13, 2024 and March 26, 2025. EQUITY COMPENSATION PLAN INFORMATION The following table provides information as of March 29, 2025, with respect to our equity-based compensation plans under which shares of our common stock have been authorized for issuance:

  134. Director Compensation

    | Plan Category | Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights (A) (1) | Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights (B) (2) | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column A) (C) | | Equity compensation plans approved by Stockholders | 981,615 | $29.98 | 3,058,155 | | Equity compensation plans not approved by Stockholders | — | — | — | | Total | 981,615 | $29.98 | 3,058,155 |

  135. Director Compensation

    | (1) This amount represents the following: (a) 316,018 shares subject to the vesting and/or exercise of outstanding options; (b) 415,734 shares subject to vesting of outstanding performance-based restricted stock units reflected at the maximum potential vesting; and (c) 249,863 shares subject to vesting of outstanding restricted stock units. The options, performance-based restricted stock units and restricted stock units were all granted under our 2018 Equity Incentive Plan. |

  136. Director Compensation

    | (2) The weighted-average exercise price is calculated solely on the exercise prices of the outstanding options and does not reflect the shares that will be issued upon the vesting of outstanding awards of performance-based restricted stock units and time-based restricted stock units, which have no exercise price. |

  137. Director Compensation

    | Notice of 2025 Annual Shareholder Meeting & 2025 Proxy Statement | Champion Homes, Inc. | 57 |