Director Fennebresque Kim S converted options into 3,218 shares, increasing direct ownership by 33% to 12,982 units (SEC Form 4)
$BXC
Wholesale Distributors
Consumer Discretionary
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
BlueLinx Holdings Inc. [ BXC ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 05/18/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 05/19/2026 | M | 3,218(1) | A | (2) | 12,982 | D | |||
| Common Stock | 34,138(3) | I | By grantor trust | |||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (2) | 05/18/2026 | A | 4,266 | (4) | (4) | Common Stock | 4,266 | $0 | 4,266 | D | ||||
| Restricted Stock Units | (2) | 05/19/2026 | M | 3,218 | (1) | (1) | Common Stock | 3,218 | $0 | 0 | D | ||||
| Restricted Stock Units | (2) | (5) | (5) | Common Stock | 21,334 | 21,334 | I | By grantor trust | |||||||
| Restricted Stock Units | (2) | (6) | (6) | Common Stock | 9,485 | 9,485 | I | By grantor trust | |||||||
| Restricted Stock Units | (2) | (7) | (7) | Common Stock | 15,108 | 15,108 | I | By grantor trust | |||||||
| Restricted Stock Units | (2) | (8) | (8) | Common Stock | 22,253 | 22,253 | I | By grantor trust | |||||||
| Explanation of Responses: |
| 1. Represents the conversion of restricted stock units that vested on May 19, 2026. Vested shares will be delivered to the reporting person not later than 30 days after the vesting date. |
| 2. Each restricted stock unit represents a contingent right to receive one share of BlueLinx Holdings Inc. common stock. |
| 3. Represents 9,090 shares subject to restricted stock units that vested in full on January 13, 2016, 14,754 shares subject to restricted stock units that vested in full on March 31, 2017, and 10,294 shares subject to restricted stock units that vested in full on May 20, 2017. Pursuant to the terms of the applicable award agreements, vested shares were delivered to the reporting person following the tenth anniversary of the date of grant. |
| 4. The restricted stock units vest on the first anniversary date of the date of grant. Vested shares will be delivered to the reporting person not later than 30 days after the vesting date. |
| 5. The restricted stock units vested on May 21, 2021. Vested shares will be delivered to the reporting person within 30 days after the earlier of May 21, 2030, or termination of reporting person's service on the Board of Directors. |
| 6. The restricted stock units vested on May 17, 2020. Vested shares will be delivered to the reporting person within 30 days after the earlier of May 17, 2029, or termination of reporting person's service on the Board of Directors. |
| 7. The restricted stock units vested on January 11, 2019. Vested shares will be delivered to the reporting person within 30 days after the earlier of January 11, 2028, or termination of reporting person's service on the Board of Directors. |
| 8. The restricted stock units vested on January 11, 2018. Vested shares will be delivered to the reporting person within 30 days after the earlier of January 11, 2027, or termination of reporting person's service on the Board of Directors. |
| /s/ Christin Lumpkin as attorney-in-fact for Kim S. Fennebresque | 05/20/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||