BlueLinx Holdings Inc.BXC
BlueLinx Holdings Inc. Earnings Per Share Disclosure
Stockholders' Equity, Earnings Per Share and Share Repurchases
Stockholders’ Equity - Common Stock and Preferred Stock
The Company has authorized 20 million shares of common stock with a par value of $0.01 per share. The Company has only one class of common stock authorized and issued. Holders of the Company’s common stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders and there are no cumulative voting rights. The Company’s common stock has no preemptive, redemption, conversion or subscription rights. The Company has generally not paid cash dividends on its common stock. Any future dividend payments would be subject to the discretion of the Company’s board of directors and contractual restrictions under the Company’s revolving credit facility and senior secured notes. The BlueLinx Holdings Inc. 2021 Long-Term Incentive Plan does not permit the payment of dividends or dividend equivalents on unvested grants that include underlying shares of the Company’s common stock.
The Company has authorized 30 million shares of preferred stock with a par value of $0.01 per share. The Company has never issued any shares of preferred stock. The Company’s board of directors is authorized to issue, at any time and from time to time, shares of preferred stock in one or more series. The shares of preferred stock in any series can have preferences with respect to the Company’s common stock and other series of preferred stock, and such other rights, restrictions or limitations with respect to voting, dividends, conversion, exchange, redemption and any other matters, as may be set forth by the Company’s board of directors.
Earnings Per Share
The Company calculates basic earnings per share by dividing net income for the period by the weighted average number of common shares outstanding for the period. For rounding purposes when calculating earnings per share, the Company’s policy is to round down to the whole cent.
Diluted earnings per share are calculated using the treasury stock method whereby net income for the period is divided by the weighted average number of common shares outstanding for the period plus the dilutive effect, if any, of shares of stock associated with unvested share-based grants. For unvested performance-based share-based grants, the dilutive effect is included only for grants where the performance goals have been achieved as of the end of the current reporting period. For unvested market-based share-based grants, the dilutive effect is included to the extent that some or all of the market-based vesting requirements have been achieved under a hypothetical assumption that the end of the current reporting period is also the end of the measurement period for the market-based metrics.
The reconciliations of basic net income and diluted earnings per common share for fiscal 2025, 2024, 2023 were as follows:
| Fiscal Year Ended | |||||||||||||||||
| (amounts in thousands, except per share amounts) | January 3, 2026 | December 28, 2024 | December 30, 2023 | ||||||||||||||
| (53 weeks) | (52 weeks) | (52 weeks) | |||||||||||||||
| Net income | $ | 219 | $ | 53,116 | $ | 48,536 | |||||||||||
| Weighted average shares outstanding - Basic | 7,984 | 8,531 | 8,987 | ||||||||||||||
| Dilutive effect of share-based awards | 55 | 41 | 7 | ||||||||||||||
| Weighted average shares outstanding - Diluted | 8,039 | 8,572 | 8,994 | ||||||||||||||
| Basic earnings per share | $ | 0.02 | $ | 6.22 | $ | 5.40 | |||||||||||
| Diluted earnings per share | $ | 0.02 | $ | 6.19 | $ | 5.39 | |||||||||||
Weighted-average unvested restricted stock units totaling 121,057, 376, and 107,498, for fiscal years 2025, 2024, and 2023, respectively, were not included in the dilutive effect of share-based awards for the respective periods because their effects were antidilutive. Additionally, as of January 3, 2026, December 28, 2024, and December 30, 2023, unvested performance-based RSUs of 78,809, 118,938, and 82,042, respectively, were not evaluated for their potential dilutive effects because their performance metrics had not been achieved as of the end of the respective reporting periods. The dilutive effects for these excluded awards could change in future reporting periods.
Share Repurchases
Under the Company’s share repurchase programs, the Company may repurchase its common stock from time to time, without prior notice, subject to prevailing market conditions and other considerations. Repurchases may be made through a variety of methods, which may include open market purchases, privately negotiated transactions, accelerated share repurchase programs, tender offers or pursuant to a trading plan that may be adopted in accordance with the Securities and Exchange Commission Rule 10b5-1.
2021/2022 Authorization
On August 23, 2021, the Company’s board of directors approved a stock repurchase program that authorized the Company to repurchase up to $25.0 million of its common stock. On May 3, 2022, the Company’s board of directors increased the share repurchase authorization to $100 million. During fiscal 2023, the Company exhausted the remaining available capacity under its stock repurchase program by completing the repurchases of 404,796 shares at an average price of $82.91 through October 2023.
2023 Authorization
On October 31, 2023, the Company’s board of directors authorized a share repurchase program for $100 million. During fiscal 2023, the Company repurchased 101,516 shares of its common stock at an average price of $84.45, including broker commissions but excluding excise taxes. During fiscal 2024, the Company repurchased 428,630 shares of its common stock at an average price of $104.90, including broker commissions but excluding excise taxes. During fiscal 2025, the Company repurchased 503,556 shares of its common stock at an average price of $74.97, including broker commissions but excluding excise taxes. As of January 3, 2026, a total of 1,033,702 shares of the Company’s commons stock have been repurchased under the 2023 authorization at an average price of $88.32, including broker commissions but excluding excise taxes. As of January 3, 2026, there remains $8.7 million repurchase capacity under the 2023 authorization.
2025 Authorization
On July 28, 2025, the Company’s board of directors authorized a new share repurchase program for $50 million. The 2025 authorization may be used after exhaustion of the 2023 authorization.
Common stock repurchases of $38.1 million, $45.3 million, and $42.5 million for fiscal years 2025, 2024, and 2023,
respectively, as indicated on the Company’s consolidated statement of stockholders’ equity include accrued excise taxes of $0.3 million, $0.4 million and $0.3 million, respectively, that are deemed to be a cost of the share repurchases. Excise taxes levied against a current year’s share repurchases are typically paid in the following year per applicable law. On the Company’s consolidated statements of cash flow, these excise taxes are reflected in the fiscal period of payment.Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2026 | Feb 24, 2026 | Showing above |
| 2024 | Feb 18, 2025 | |
| 2023 | Feb 20, 2024 | |
About Earnings Per Share Disclosures
The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.
Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.