UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 26, 2020 (May 21, 2020)
BlueLinx Holdings Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-32383 | 77-062735 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
1950 Spectrum Circle, Marietta, Georgia | 30067 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (770) 953-7000
___________________________________________
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
o | Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $0.01 per share | BXC | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o | |||||
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 21, 2020, BlueLinx Holdings Inc. (the “Company”) held its Annual Meeting of Stockholders (the “2020 Annual Meeting”) to (1) elect six directors to hold office until the Company’s 2021 Annual Meeting of Stockholders or until their successors are duly elected and qualified; (2) ratify the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the Company’s current fiscal year ending January 2, 2021; and (3) approve a non-binding, advisory resolution regarding the executive compensation described in the Company’s Proxy Statement for the 2020 Annual Meeting.
At the close of business of March 26, 2020, the record date for the 2020 Annual Meeting, an aggregate of 9,366,641 shares of the Company’s common stock were issued and outstanding. At the meeting, 7,530,507 shares of common stock were represented in person or by proxy; therefore, a quorum was present.
At the 2020 Annual Meeting, the Company’s stockholders voted as follows:
(1) For the election of the below-named nominees to the Board of Directors of the Company:
Nominees | Number of Votes For | Number of Votes Withheld | Broker Non-Votes | |||
Karel K. Czanderna | 5,153,355 | 307,697 | 2,069,455 | |||
Dominic DiNapoli | 4,930,139 | 530,913 | 2,069,455 | |||
Kim S. Fennebresque | 5,196,656 | 264,396 | 2,069,455 | |||
Mitchell B. Lewis | 5,408,208 | 52,844 | 2,069,455 | |||
Alan H. Schumacher | 5,052,636 | 408,416 | 2,069,455 | |||
J. David Smith | 5,175,062 | 285,990 | 2,069,455 | |||
(2) For the ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the Company’s current fiscal year ending January 2, 2021:
For | Against | Abstain | ||||
7,523,063 | 5,005 | 2,439 | ||||
(3) For the approval of the non-binding, advisory resolution regarding the executive compensation described in the Company’s Proxy Statement for the 2020 Annual Meeting:
For | Against | Abstain | Broker Non-Votes | |||
4,820,899 | 78,778 | 561,375 | 2,069,455 | |||
Accordingly, the Company’s stockholders elected the six director nominees and approved proposals 2 and 3 at the 2020 Annual Meeting.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BlueLinx Holdings Inc. | |||
Dated: May 26, 2020 | By: | /s/ Justin B. Heineman | |
Justin B. Heineman | |||
Vice President, General Counsel & Corporate Secretary | |||