1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 APRIL 13, 2001 (Date of Report) NCI BUILDING SYSTEMS, INC. (Exact name of registrant as specified in its charter) DELAWARE 1-14315 76-0127701 (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) 10943 NORTH SAM HOUSTON PARKWAY WEST HOUSTON, TEXAS 77064 (Address of principal executive offices) (281) 897-7788 (Registrant's telephone number, including area code) 2 ITEM 5: OTHER EVENTS On April 12, 2001, NCI Building Systems, Inc. (the "Company") announced that it has determined that the Company's audited financial statements for the fiscal year ended October 31, 2000 as well as the results for the quarter ended January 31, 2001 are required to be restated. The Company intends to file an amended Annual Report on Form 10-K/A for the fiscal year ended October 31, 2000 and an amended Quarterly Report on Form 10-Q/A for the quarter ended January 31, 2001 upon the completion of the restatement. Until such amendments have been filed, neither the Company's financial statements, nor the independent accountant's report thereon, contained in the Company's Form 10-K or the Company's financial statements contained in the Company's Form 10-Q currently on file with the SEC should be relied upon. A copy of the Company's press release dated April 12, 2001 is attached as Exhibit 99 to this Form 8-K and is incorporated by reference in its entirety into this Form 8-K, except with respect to the fourth full paragraph of the press release which in accordance with the rules and regulations of the SEC shall not be deemed to be "filed" with the SEC as part of this Form 8-K or subject to the liabilities of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, notwithstanding any general incorporation by reference of this Form 8-K into any other filed document. ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. The following exhibits are filed with this Form 8-K: 99 Press Release issued by NCI Building Systems, Inc. on April 12, 2001, with the exception of the fourth full paragraph which is not to be deemed filed as part of this Form 8-K. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. NCI BUILDING SYSTEMS, INC. (Registrant) By: /s/ Robert J. Medlock ------------------------------------------------ Robert J. Medlock, Executive Vice President and Chief Financial Officer Dated: April 13, 2001 3 INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION ------ ----------- 99 Press Release issued by NCI Building Systems, Inc. on April 12, 2001