Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4

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^*

Wamser R Andrew Jr

(Last)

(First)

(Middle)

1950 SPECTRUM CIRCLE

(Street)

MARIETTA

30067

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BlueLinx Holdings Inc. [ BXC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/17/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/17/2024		M		3,537⁽¹⁾	A	⁽²⁾	3,537	D
Common Stock	07/17/2024		F		1,052⁽³⁾	D	$114.49	2,485	D
Common Stock	07/17/2024		M		1,271⁽⁴⁾	A	⁽²⁾	3,756	D
Common Stock	07/17/2024		F		378⁽⁵⁾	D	$114.49	3,378	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	07/17/2024		M			3,537	⁽¹⁾	⁽¹⁾	Common Stock	3,537	$0	7,073	D
Restricted Stock Units	⁽²⁾	07/17/2024		M			1,271	⁽⁴⁾	⁽⁴⁾	Common Stock	1,271	$0	2,542	D
Restricted Stock Units	⁽²⁾							⁽⁶⁾	⁽⁶⁾	Common Stock	3,680		3,680	D

Explanation of Responses:

1. Represents the conversion of restricted stock units that vested on July 17, 2024. These are time-based restricted stock units that were granted to the Reporting Person pursuant to that certain Employment Agreement, dated July 6, 2023, between the Company and the Reporting Person. The units vest in three equal annual installments, with the first installment of 3,537 restricted stock units vesting on July 17, 2024.

2. Each restricted stock unit represents a contingent right to receive one share of BlueLinx Holdings Inc. common stock.

3. These shares were withheld to cover tax withholding obligations when 3,537 time-based restricted stock units vested on July 17, 2024.

4. Represents the conversion of restricted stock units that vested on July 17, 2024. These are time-based restricted stock units that vest in three equal annual installments, with the first installment of 1,271 restricted stock units vesting on July 17, 2024.

5. These shares were withheld to cover tax withholding obligations when 1,271 time-based restricted stock units vested on July 17, 2024.

6. These are time-based restricted stock units that vest in three equal annual installments commencing on June 7, 2025. Vested shares will be delivered to the reporting person no later than 30 days after each vesting date.

	/s/ Christin Lumpkin, as attorney-in-fact for Andrew Wamser	07/18/2024
	** 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).
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