BlueLinx Holdings Inc.
For the period ended May 14, 2026. Filed Apr 9, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 14, 2026 · Filed Apr 9, 2026
Use the contents to explore the available documents and sections.
Contents
TABLE OF CONTENTS
| Page | |
|---|---|
| General Information | 1 |
| Items Of Business To Be Acted On At The Meeting | 3 |
| Proposal 1: Election Of Directors | 3 |
| Proposal 2: Ratification Of Independent Registered Public Accounting Firm | 7 |
| Proposal 3: Non-Binding, Advisory Vote To Approve The Compensation Of Our Named Executive Officers | 8 |
| Proposal 4: Approval Of An Amendment To The BlueLinx Holdings Inc. 2021 Long-Term Incentive Plan | 9 |
| More Information About The Board Of Directors | 19 |
| Communications With The Board Of Directors | 23 |
| Security Ownership Of Management And Certain Beneficial Owners | 24 |
| Information About Our Executive Officers | 26 |
| Compensation Discussion And Analysis | 27 |
| Human Capital And Compensation Committee Report | 38 |
| Compensation Of Executive Officers | 39 |
| CEO Pay Ratio | 47 |
| Pay Versus Performance | 48 |
| Director Compensation For 2025 | 52 |
| Audit Committee Report | 53 |
| Certain Relationships And Related Transactions | 54 |
| Corporate Governance Guidelines And Code Of Conduct | 54 |
| Insider Trading Policy And Prohibition On Hedging And Pledging | 55 |
| Submission Of Stockholder Proposals | 55 |
| Delivery Of Proxy Materials | 55 |
| Appendix A: First Amendment To The BlueLinx Holdings Inc. 2021 Long-Term Incentive Plan | 57 |
The enclosed proxy is being solicited by the Board of Directors of BlueLinx Holdings Inc. (“BlueLinx,” “us,” “we,” “our,” or the “Company”) for the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) or any adjournment or postponement of the meeting, for the purposes set forth in the accompanying “Notice of Annual Meeting of Stockholders.” The Company operates on a 5-4-4 fiscal calendar. Its fiscal year ends on the Saturday closest to December 31 of each year and may comprise 53 weeks in certain years. The Company’s 2026 fiscal year will contain 52 weeks and will end on January 2, 2027 (“fiscal 2026”). Fiscal 2025 contained 53 weeks and ended on January 3, 2026 (“fiscal 2025”). Fiscal 2024 contained 52 weeks and ended on December 28, 2024 (“fiscal 2024”). Fiscal 2023 contained 52 weeks and ended on December 30, 2023 (“fiscal 2023”). Fiscal 2022 contained 52 weeks and ended on December 31, 2022 (“fiscal 2022”).
Copies of this proxy statement, the accompanying proxy card, and the annual report will first be mailed to stockholders on or about April 9, 2026. The proxy statement and annual report are also available on the Investor Relations page of our website at www.BlueLinxCo.com, and at www.proxyvote.com.
Attending the Annual Meeting
The Annual Meeting will be held at BlueLinx’s corporate headquarters, 1950 Spectrum Circle, Suite 300, Marietta, Georgia 30067, on Thursday, May 14, 2026, at 11:00 a.m. Eastern Time. For directions to the meeting, please contact our Investor Relations department at (866) 671-5138. Holders of our common stock as of the close of business on Friday, March 20, 2026, will be entitled to attend and vote at the meeting.
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