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:
Number of Number of Broker
Nominees Votes For Votes Withheld 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.
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