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): March 11, 2019

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BMC STOCK HOLDINGS, INC.
(Exact Name Of Registrant As Specified In Its Charter)
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Delaware  
(State or other jurisdiction
of incorporation)
1-36050  
(Commission File Number)
26-4687975  
(IRS Employer
Identification No.)
 
8020 Arco Corporate Drive, Suite 400
Raleigh, North Carolina 27617  
(Address Of Principal Executive Offices) (Zip Code)
 
(919) 431-1000  
(Registrant’s Telephone Number, Including Area Code)
 
Not Applicable
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:
o        Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 11, 2019, BMC Stock Holdings, Inc. (the “Company”) issued a press release announcing the departure of its Chief Operating Officer, Michael McGaugh, effective March 11, 2019, in connection with its elimination of the Chief Operating Officer position. On March 11, 2019, the Company also agreed to enter into a separation agreement with Mr. McGaugh to be dated as of March 11, 2019 in connection with his departure, which confirms that Mr. McGaugh’s departure will be treated as a termination by the Company without “cause” and that he will receive the severance benefits in connection with a termination without “cause” as provided for in his amended and restated employment agreement dated August 1, 2017, as amended.

Item 7.01. Regulation FD.
A copy of the Company’s press release regarding the matters described above has been furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
 
 
 
Exhibit No.
 
Description
 
 
99.1
 






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.

 
 
 
 
 
BMC STOCK HOLDINGS, INC.
 
 
 
 
 
Date: March 11, 2019
 
 
 
 
By:
/s/ Timothy Johnson
 
 
 
 
 
 
Timothy Johnson
 
 
 
 
 
 
Executive Vice President, General Counsel & Corporate Secretary





                                


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BMC Stock Holdings, Inc. Announces Departure of Mike McGaugh and Elimination of COO Role

RALEIGH, N.C., – March 11, 2019 - BMC Stock Holdings, Inc. (Nasdaq: BMCH) (“BMC” or the “Company”), one of the leading providers of diversified building products, services and innovative solutions in the U.S. residential construction market, today announced the departure of Mike McGaugh, Chief Operating Officer (“COO”), effective immediately. The Company has eliminated the position of COO to flatten the organizational structure and bring its executive team closer to its field operations.
 
“Mike has been a valuable member of our leadership team as we have advanced our four strategic pillars,” said Dave Flitman, President & CEO for BMC. “On behalf of the entire Board, I want to thank Mike for his dedication and contributions to BMC. We wish him the best in his future endeavors.”

Mr. Flitman continued, “We recently announced exceptional results for 2018 and remain focused on driving operational excellence, delivering outstanding customer service, building a high-performance culture, and advancing our organic and inorganic growth strategies. We believe that leveraging our existing team of experienced leaders with a flatter organizational structure will enable the Company to be more agile in our decision making and accelerate our ability to execute our strategy.”


About BMC Stock Holdings, Inc.
With $3.7 billion in 2018 net sales, BMC is a leading provider of diversified building products, services and innovative solutions to builders, contractors and professional remodelers in the U.S. residential housing market. Headquartered in Raleigh, North Carolina, the Company’s comprehensive portfolio of products and solutions spans building materials, including millwork and structural component manufacturing capabilities, consultative showrooms and design centers, value-added installation management services and an innovative eBusiness platform. BMC serves 45 metropolitan areas across 19 states, principally in the South and West regions.


Investor Relations Contact
BMC Stock Holdings, Inc.
Carey Phelps
(678) 222-1228