SEC Form 5 · accession 0000899243-17-003529
BMC STOCK HOLDINGS, INC. · BMCH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William Noah Gay
Officer — See remarks
Period of report
Dec 31, 2016
Accepted (ET)
Feb 10, 2017 · 5:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001574815
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 1, 2015 | A | 13,862 | — | A | 15,617 | D | |
| Common StockF2 | Oct 1, 2016 | F | 888 | $17.73 | D | 14,729 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1As disclosed in the Reporting Person's Form 4 filed on December 3, 2015, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 2, 2015, between Building Materials Holding Corporation ("BMC") and Stock Building Supply Holdings, Inc. ("SBS"), BMC merged with and into SBS (the "Merger"), with SBS surviving the Merger. Following the Merger, SBS amended its name to BMC Stock Holdings, Inc. Pursuant to the terms of the Merger Agreement, (i) each then-outstanding BMC restricted stock unit was converted into an SBS restricted stock unit award with respect to 0.5231 shares of SBS common stock and (ii) each then-outstanding share of BMC common stock was converted into the right to receive 0.5231 shares of SBS common stock and cash in lieu of fractional shares of SBS common stock. Includes an additional 785 shares of restricted stock units inadvertently omitted from the Reporting Person's Form 4 filed on December 3, 2015, which will vest on October 1, 2017.
- F2Represents shares withheld to pay tax withholding upon the vesting of 2,661 restricted stock units on October 1, 2016. The remaining 11,201 restricted stock units vest on October 1, 2017.
Remarks
SVP & Chief Accounting Officer