Certain Restricted Stock Units of Beacon Roofing Supply, Inc. are subject to a Lock-Up Agreement Ending on 6-JAN-2024. These Restricted Stock Units will be under lockup for 31 days starting from 6-DEC-2023 to 6-JAN-2024.

Details:
The selling stockholder in this offering and certain of directors and executive officers (collectively representing beneficial ownership of 11,085,912 shares of common stock before and 6,085,912 shares after completion of this offering, or approximately 17.5% of the outstanding shares of common stock before completion of this offering and 9.6% after completion of this offering, in each case assuming no exercise of the underwriter?s option to purchase additional shares), have entered into lock-up agreements with the underwriter pursuant to which each of these persons or entities, with limited exceptions, for a period of 30 days after the date of this prospectus supplement, may not, without the prior written consent of the underwriter, offer, sell, contract to sell, pledge, grant any option to purchase, make any short sale or otherwise dispose of any shares of common stock, enter into any swap or other agreement that transfers, in whole or in part, the economic consequences of ownership of any such securities held by them, or any options or warrants to purchase any shares of common stock, shares acquired upon the vesting of restricted stock units or settlement of deferred stock units or any securities convertible into, exchangeable for or that represent the right to receive shares of common stock. The lock-up agreements contain exceptions for, among other things, dispositions of shares of common stock or retention of shares of common stock to satisfy tax withholding obligations or in payment of the exercise or purchase price in connection with the exercise of options to purchase common stock, the vesting of restricted stock units or performance shares or the settlement of deferred stock units.