bxc-20250927

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 27, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 001-32383



			BlueLinx Holdings Inc.
			(Exact name of registrant as specified in its charter)


Delaware		77-0627356
(State of Incorporation)		(I.R.S. Employer Identification No.)

1950 Spectrum Circle, Suite 300
Marietta	GA	30067
(Address of principal executive offices)		(Zip Code)

(770) 953-7000

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report.)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	BXC	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically (Section 232.405 of this chapter) every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

☑

Accelerated Filer

☐

Non-accelerated Filer

☐

Smaller Reporting Company

☐

Emerging Growth Company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of October 31, 2025, there were 7,865,058 shares of BlueLinx Holdings Inc. common stock, par value $0.01, outstanding.

BLUELINX HOLDINGS INC.

Form 10-Q

For the Quarterly Period Ended September 27, 2025

Table of Contents


			PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements — BlueLinx Holdings Inc. (Unaudited)			1
Condensed Consolidated Statements of Operations			1
Condensed Consolidated Balance Sheets			2
Condensed Consolidated Statements of Stockholders' Equity			3
Condensed Consolidated Statements of Cash Flows			5
Notes to Condensed Consolidated Financial Statements			6
Note 1 - Basis of Presentation			6

Note 2 - Inventory			8
Note 3 - Goodwill and Intangible Assets, net			8
Note 4 - Revenue Recognition			9
Note 5 - Debt and Finance Lease Obligations			10

Note 6 - Share-Based Compensation			12
Note 7 - Leases			13
Note 8 - Commitments and Contingencies			17

Note 9 - Income Taxes			17
Note 10 - Earnings Per Share and Stockholders' Equity			18
Note 11 - Fair Value			19
Note 12 - Segment Reporting			19
Note 13 - Subsequent Event			21
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			22
Item 3. Quantitative and Qualitative Disclosures About Market Risk			33
Item 4. Controls and Procedures			33

PART II. OTHER INFORMATION
Item 1. Legal Proceedings			34
Item 1A. Risk Factors			34
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			34
Item 3. Defaults Upon Senior Securities			34
Item 4. Mine Safety Disclosures			35
Item 5. Other Information			35
Item 6. Exhibits			36

Signatures			37

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PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

BLUELINX HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)


	Three Fiscal Months Ended				Nine Fiscal Months Ended
	September 27, 2025		September 28, 2024		September 27, 2025		September 28, 2024
Net sales	$	748,870	$	747,288	$	2,238,203	$	2,241,895
Cost of products sold	640,683		621,619		1,899,198		1,866,101
Gross profit	108,187		125,669		339,005		375,794
Operating expenses (income):
Selling, general, and administrative	89,281		92,210		278,639		272,913
Depreciation and amortization	9,742		9,530		29,086		29,083
Amortization of deferred gains on real estate	(984)		(984)		(2,951)		(2,952)


Other operating, net	182		888		(1,494)		1,210
Total operating expenses	98,221		101,644		303,280		300,254
Operating income	9,966		24,025		35,725		75,540
Non-operating expenses:
Interest expense, net	8,603		4,619		23,640		14,044
Settlement of defined benefit pension plan	—		(2,226)		—		(2,226)

Income before provision for income taxes	1,363		21,632		12,085		63,722
(Benefit) provision for income taxes	(292)		5,616		3,315		15,878
Net income	$	1,655	$	16,016	$	8,770	$	47,844

Basic earnings per share	$	0.20	$	1.88	$	1.09	$	5.54
Diluted earnings per share	$	0.20	$	1.87	$	1.08	$	5.53

See accompanying Notes.

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BLUELINX HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)


	As of
	September 27, 2025		December 28, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	429,360	$	505,622
Receivables, less allowances of $5,111 and $4,344, respectively	268,652		225,837
Inventories, net	345,879		355,909
Other current assets	55,033		46,620
Total current assets	1,098,924		1,133,988
Property and equipment, at cost	487,858		443,628
Accumulated depreciation	(200,826)		(194,072)
Property and equipment, net	287,032		249,556
Operating lease right-of-use assets	49,062		47,221
Goodwill	55,372		55,372
Intangible assets, net	24,021		26,881
Deferred income tax asset, net	48,385		50,578
Other non-current assets	19,168		14,121
Total assets	$	1,581,964	$	1,577,717
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	168,551	$	170,202
Accrued compensation	10,421		16,706


Finance lease liabilities - current	19,725		12,541
Operating lease liabilities - current	8,806		8,478
Real estate deferred gains - current	3,935		3,935

Other current liabilities	27,624		21,862
Total current liabilities	239,062		233,724

Long-term debt	296,443		295,061
Finance lease liabilities, less current portion	302,079		280,002
Operating lease liabilities, less current portion	41,834		40,114
Real estate deferred gains, less current portion	60,346		63,296

Other non-current liabilities	19,182		19,079
Total liabilities	958,946		931,276
Commitments and Contingencies
STOCKHOLDERS’ EQUITY:
Preferred Stock, $0.01 par value, 30,000,000 shares authorized, none outstanding	—		—
Common Stock, $0.01 par value, 20,000,000 shares authorized, 7,863,445 and 8,294,798 outstanding, respectively	79		83
Additional paid-in capital	91,914		124,103

Retained earnings	531,025		522,255
Total stockholders’ equity	623,018		646,441
Total liabilities and stockholders’ equity	$	1,581,964	$	1,577,717

See accompanying Notes.

Table of Contents

BLUELINX HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands)

(Unaudited)


	Common Stock			Additional Paid-In Capital		Retained Earnings		Stockholders’ Equity Total
	Shares	Amount
Balance, December 28, 2024	8,295	$	83	$	124,103	$	522,255	$	646,441
Net income	—	—		—		2,805		2,805

Vesting of restricted stock units	18	(a)		(a)		—		—
Compensation related to share-based grants	—	—		2,522		—		2,522
Repurchase of shares to satisfy employee tax withholdings	(7)	(a)		(507)		—		(507)
Common stock repurchases and retirements	(186)	(2)		(15,145)		—		(15,147)

Balance, March 29, 2025	8,120	81		110,973		525,060		636,114
Net income	—	—		—		4,310		4,310

Vesting of restricted stock units	62	1		(1)		—		—
Compensation related to share-based grants	—	—		2,341		—		2,341
Repurchase of shares to satisfy employee tax withholdings	(18)	(a)		(1,245)		—		(1,245)
Common stock repurchases and retirements	(283)	(3)		(20,205)		—		(20,208)


Balance, June 28, 2025	7,881	79		91,863		529,370		621,312
Net income	—	—		—		1,655		1,655

Vesting of restricted stock units	26	(a)		(a)		—		—
Compensation related to share-based grants	—	—		3,452		—		3,452
Repurchase of shares to satisfy employee tax withholdings	(9)	(a)		(677)		—		(677)
Common stock repurchases and retirements	(35)	(a)		(2,724)		—		(2,724)

Balance, September 27, 2025	7,863	$	79	$	91,914	$	531,025	$	623,018

(a) Activity rounds to less than one thousand dollars

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	Common Stock			Additional Paid-In Capital		Retained Earnings		Stockholders’ Equity Total
	Shares	Amount
Balance, December 30, 2023	8,650	$	87	$	165,060	$	469,139	$	634,286
Net income	—	—		—		17,492		17,492

Vesting of restricted stock units	19	(a)		(a)		—		—
Compensation related to share-based grants	—	—		2,350		—		2,350
Repurchase of shares to satisfy employee tax withholdings	(7)	(a)		(907)		—		(907)



Balance, March 30, 2024	8,662	87		166,503		486,631		653,221
Net income	—	—		—		14,336		14,336

Vesting of restricted stock units	57	1		(1)		—		—
Compensation related to share-based grants	—	—		1,405		—		1,405
Repurchase of shares to satisfy employee tax withholdings	(16)	(a)		(1,545)		—		(1,545)

Common stock repurchases and retirements	(152)	(2)		(15,083)		—		(15,085)

Balance, June 29, 2024	8,551	86		151,279		500,967		652,332
Net income	—	—		—		16,016		16,016

Vesting of restricted stock units	26	(a)		(a)		—		—
Compensation related to share-based grants	—	—		3,186		—		3,186
Repurchase of shares to satisfy employee tax withholdings	(8)	(a)		(816)		—		(816)

Common stock repurchases and retirements	(146)	(2)		(15,127)		—		(15,129)


Balance, September 28, 2024	8,423	$	84	$	138,522	$	516,983	$	655,589

(a) Activity rounds to less than one thousand dollars

See accompanying Notes.

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BLUELINX HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	Nine Fiscal Months Ended
	September 27, 2025		September 28, 2024
Cash flows from operating activities:
Net income	$	8,770	$	47,844
Adjustments to reconcile net income to net cash (used in) provided by operations:
Depreciation and amortization	29,086		29,083
Amortization of debt discount and issuance costs	1,135		990
Settlement of frozen defined benefit pension plan	—		(2,226)

Insurance recoveries in excess of carrying values of property & equipment	(2,443)		—

Provision for deferred income taxes	2,193		1,950
Amortization of deferred gains from real estate	(2,951)		(2,952)
Share-based compensation	8,315		6,941
Changes in operating assets and liabilities:
Accounts receivable	(42,815)		(47,413)
Inventories	10,030		3,097
Accounts payable	(2,850)		27,932


Other current assets	(5,585)		(9,892)
Other assets and liabilities	(4,935)		11,080
Net cash (used in) provided by operating activities	(2,050)		66,434

Cash flows from investing activities:
Disbursements for property and equipment	(21,486)		(19,830)

Proceeds from asset sales and insurance recoveries	2,625		839
Net cash used in investing activities	(18,861)		(18,991)

Cash flows from financing activities:



Common stock repurchases	(38,126)		(29,982)
Debt financing costs	(2,612)		—
Repurchase of shares to satisfy employee tax withholdings	(2,445)		(3,257)
Principal payments on finance lease liabilities	(12,168)		(9,666)
Net cash used in financing activities	(55,351)		(42,905)

Net change in cash and cash equivalents	(76,262)		4,538
Cash and cash equivalents at beginning of period	505,622		521,743
Cash and cash equivalents at end of period	$	429,360	$	526,281

Supplemental cash flow information:

Interest paid during the period	$	30,527	$	29,147
Net income tax payments	$	3,948	$	24,224



Non-cash investing and financing activities:
Property and equipment acquired under finance leases	$	41,262	$	16,710
Property and equipment investments funded through accounts payable, net	$	1,262	$	216

See accompanying Notes.

Table of Contents

BLUELINX HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

September 27, 2025

(Unaudited)

1. Basis of Presentation

BlueLinx Holdings Inc., including consolidated subsidiaries (collectively, the “Company”), is a leading wholesale distributor of residential and commercial building products in the United States. The Company is a two-step distributor and purchases products from manufacturers and distributes those products to dealers and other suppliers in local markets, who then sell those products to end users. The Company carries a broad portfolio of both branded and private-label stock keeping units (“SKUs”) across two principal product categories: specialty products and structural products. Specialty products include items such as engineered wood, siding, moulding and millwork, outdoor living, specialty lumber and panels, and industrial products. Structural products include items such as lumber, plywood, oriented strand board, rebar, and remesh. The Company also provides a wide range of value-added services and solutions aimed at relieving distribution and logistics challenges for its customers and suppliers, while enhancing their marketing and inventory management capabilities.

The Company’s unaudited condensed consolidated financial statements and accompanying notes have been prepared using generally accepted accounting principles in the United States (“GAAP”) and the interim reporting guidance of the U.S. Securities and Exchange Commission (“SEC”). The Company is composed of a single reportable segment for financial reporting purposes. The Company’s consolidated balance sheet as of December 28, 2024 contained herein was derived from the audited consolidated balance sheet included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 28, 2024 (the “2024 Form 10-K”), as filed with the SEC on February 18, 2025. In the opinion of the Company’s management, the unaudited condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair presentation of the Company’s results of operations, financial position, and cash flows for the reporting periods presented.

The Company has condensed or omitted certain notes and other information from the unaudited condensed consolidated financial statements presented in this report. Therefore, these condensed financial statements and accompanying notes should be read in conjunction with the Company’s 2024 Form 10-K. The results for the three and nine fiscal months ended September 27, 2025 are not necessarily indicative of results that may be expected for the full fiscal year ending January 3, 2026, or any other interim period. For the fiscal reporting periods included in the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q, the Company did not have any items of other comprehensive income (loss), nor did the Company have any accumulated other comprehensive income (loss).

The Company operates on a 5-4-4 fiscal calendar and its fiscal year ends on the Saturday closest to December 31st of each year and may comprise 53 weeks in certain years. Fiscal 2025 contains 53 weeks and will end on January 3, 2026. Fiscal 2024 contained 52 weeks and ended on December 28, 2024.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates based on assumptions about current and, for some estimates, future economic and market conditions, which affect reported amounts and related disclosures in the Company’s financial statements. Although current estimates contemplate current and expected future conditions, as applicable, it is reasonably possible that actual conditions could differ from management’s expectations, which could materially affect the Company’s results of operations and financial position.

Significant Accounting Policies

The Company has made no material changes to its significant accounting policies described in the notes to its consolidated financial statement included in its 2024 Form 10-K. The Company did not adopt any new accounting standards during the nine fiscal months ended September 27, 2025.

Recent Accounting Pronouncements - Not Yet Adopted

Income Tax Disclosure Improvement. On December 14, 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements.

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Under the new guidance, entities must consistently categorize and provide greater disaggregation of information in the rate reconciliation. They must also further disaggregate income taxes paid. The ASU’s disclosure requirements apply to all entities subject to Accounting Standards Codification (“ASC”) No. 740, Income Taxes (“ASC 740”). The overall objective of these disclosure requirements is for an entity, particularly an entity operating in multiple jurisdictions, to disclose sufficient information to enable users of financial statements to understand the nature and magnitude of factors contributing to the difference between the effective income tax rate and the statutory income tax rate. ASU 2023-09 will be effective for the Company for the fiscal 2025 annual reporting period. Since this new ASU addresses only disclosures, the Company does not expect the adoption of this ASU to have any material effects on its financial condition, results of operations or cash flows. The Company is currently evaluating any new disclosures that may be required upon adoption of ASU 2023-09.

Costs and Expenses Disclosures. On November 4, 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), which establishes new disaggregation disclosure requirements for certain costs and expenses in the notes to the consolidated financial statements. Under the new guidance, an entity must provide details of the components of its expense captions from continuing operations presented on the face of the statement of operations as well as a qualitative description of the amounts remaining that are not separately disaggregated quantitatively. Relevant disclosure categories include purchases of inventory, employee compensation, depreciation and intangible asset amortization. An entity must also disclose the total amount of selling expenses, and in annual reports, its definition thereof. The disclosure of these costs and expenses will be required in addition to and irrespective of their inclusion in other disclosures. ASU 2024-03 will be effective for the Company for the fiscal 2027 annual reporting period and for interim periods beginning in fiscal 2028. The guidance may be applied prospectively or retrospectively. Since this new ASU addresses only disclosures, the Company does not expect its adoption to have any material effects on its financial condition, results of operations or cash flows. The Company is currently evaluating the new disclosures that will be required upon adoption of ASU 2024-03.

Measurement of Credit Losses for Accounts Receivable and Contract Assets. On July 30, 2025, the FASB issued ASU 2025-05, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”) which amends the guidance in ASC 326 to simplify the estimation of credit losses on current accounts receivable and current contract assets arising from transactions accounted for under ASC 606 (Revenue from Contracts with Customers), including assets acquired in transactions accounted for under ASC 805 (Business Combinations). Like many other entities, the Company uses historical loss information as a primary source in determining any needed credit loss allowances for accounts receivable. Prior to ASU 2025-05, ASC 326-20 requires an entity that uses historical loss information in estimating expected credit losses to adjust that information to reflect the extent to which management expects current conditions and forecasted conditions to differ from the conditions that existed over the historical loss period. Such adjustments often require the assessment of macroeconomic data (e.g., unemployment rates, property values, commodity values). ASU 2025-05 will allow entities to elect a practical expedient (an accounting policy election) to assume the current conditions as of the balance sheet date remain unchanged for the remaining life of the asset in the development of a reasonable and supportable forecast for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606. The practical expedient available under ASU 2025-05 can be adopted any time after July 30, 2025 since early adoption is permitted. The Company is currently evaluating the impact of electing this practical expedient.

Accounting for and Disclosure of Software Costs. On September 18, 2025, the FASB issued ASU No. 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Accounting for and Disclosure of Software Costs (“ASU 2025-06”) to clarify and modernize the accounti

SEC Form 10-Q filed by Bluelinx Holdings Inc.