BMC STOCK HOLDINGS, INC. (NASDAQ:BMCH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 9.01.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On March 20, 2018, the board of directors (the “Board”) of BMC Stock Holdings, Inc. (the “Company”) appointed Cory J. Boydston as a Class III director, effective immediately. As a Class III director, Mrs. Boydston will serve on the Board until the Company’s 2019 annual meeting of stockholders and until her successor is duly elected and qualified. The Board has affirmatively determined that Mrs. Boydston is independent under the applicable rules and regulations of the Securities and Exchange Commission and the listing standards of the Nasdaq Stock Exchange.
Mrs. Boydston will participate in all director compensation and benefit programs in which the Company’s other non-employee directors participate, including an annual retainer of $75,000, an annual equity grant valued at $100,000 on the date of grant and any applicable retainers for committee service. Upon joining the Board, Mrs.Boydston will receive restricted stock units valued in an amount equal to a pro rata portion of the 2017 annual equity grant.
The Board also appointed Mrs. Boydston to serve on the Audit Committee of the Board.
There are no related party transactions involving Mrs. Boydston and the Company. There is no arrangement or understanding between Mrs. Boydston and any other person to which she was selected as a director. In addition, Mrs. Boydston has not been employed at the Company or any of its subsidiaries.
A copy of the Company’s press release announcing the appointment of Mrs. Boydston to the Board is attached hereto as Exhibit 99.1.
In addition, on March 20, 2018, Barry J. Goldstein notified the Board that he does not intend to stand for re-election as a director at the Company’s 2018 annual meeting of stockholders (the “2018 Annual Meeting”). The Board has reduced the size of the Board to nine directors and the number of Class II directors to two, effective as of the 2018 Annual Meeting.
A copy of the Company’s press release announcing the retirement of Mr. Goldstein from the Board is attached hereto as Exhibit 99.2.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished with this report:
|
ExhibitNo. |
Description |
|
99.1 |
Press Release issued by the Company on March 20, 2018 |
|
99.2 |
Press Release issued by the Company on March 20, 2018 |
EXHIBIT INDEX
BMC STOCK HOLDINGS, INC. ExhibitEX-99.1 2 ex991boydstonbodappointment.htm EXHIBIT 99.1 Exhibit BMC Stock Holdings,…To view the full exhibit click here
About BMC STOCK HOLDINGS, INC. (NASDAQ:BMCH)
BMC Stock Holdings, Inc., formerly Stock Building Supply Holdings, Inc., is a diversified lumber and building materials (LBM) distributor and solutions provider that sells to construction and repair and remodeling contractors. The Company’s operating segments include Mid-Atlantic, Southeast, Texas, Intermountain, West and Mountain West divisions. Its primary products are lumber and lumber sheet goods, millwork, doors, flooring, windows, structural components, such as engineered wood products (EWP), trusses and wall panels, and other exterior products. Additionally, it provides solution-based services to customers, including design, product specification, installation, and installation management services. It offers a range of products sourced through a network of suppliers. It also offers various products, including hardware, wood boards, gypsum, insulation, roofing, siding and flooring. The Company offers scheduling, supplier and subcontractor management, and other services.
