Form 8-K
8-K — Builders FirstSource, Inc.
Accession: 0001316835-26-000004
Filed: 2026-05-18
Period: 2026-05-14
CIK: 0001316835
SIC: 5211 (RETAIL-LUMBER & OTHER BUILDING MATERIALS DEALERS)
Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
Item: Submission of Matters to a Vote of Security Holders
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — bldr-20260514.htm (Primary)
EX-99.1 (bldr-ex99_1.htm)
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8-K
8-K (Primary)
Filename: bldr-20260514.htm · Sequence: 1
8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): May 14, 2026
BUILDERS FIRSTSOURCE, INC.
(Exact name of Registrant as Specified in Its Charter)
Delaware
001-40620
52-2084569
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
6031 Connection Drive
Suite 400
Irving, Texas
75039
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (214) 880-3500
(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:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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
BLDR
New York Stock Exchange
NYSE Texas
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 ☐
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 18, 2026, Builders FirstSource, Inc. (the “Company”) announced that, as part of its planned leadership transition, its Board of Directors (the “Board”) appointed Mike Hiller, Chief Talent Officer of the Company, as Chief Operating Officer-Designate effective May 18, 2026. Mr. Hiller will succeed Steve Herron, as Chief Operating Officer effective December 31, 2026. Mr. Herron has served as Chief Operating Officer of the Company since March 2023 and is retiring after over 15 years of dedicated service to the Company.
Mr. Hiller, 52, was appointed as Chief Talent Officer of the Company in November 2024. Prior to this appointment, he served as President – Central Division, since January 2021. Prior to joining the Company, Mr. Hiller served in various roles at BMC Stock Holdings, Inc., including Vice President – Intermountain Region from January 2017 to December 2020, Area Manager – Colorado from January 2015 to December 2016, and Area Manager – Utah from October 2011 to December 2014. Mr. Hiller has over 20 years of experience in the building products industry. He holds a Master of Business Administration and graduate certificate in finance from Westminster University.
Additionally, the Board appointed Coley O’Brien to succeed Mr. Hiller as Chief Human Resources Officer, effective May 18, 2026. Mr. O’Brien joins the Company from The Wendy’s Company, where he was Chief People Officer since March 2018.
The information required by Item 5.02(c)(3) of Form 8-K for Mr. Hiller has not been determined as of the date hereof. The Company will provide such information, if applicable, in an amendment to this Form 8-K within four (4) business days after the information is determined or becomes available.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The owners of 97,557,384 shares of the Company’s common stock, representing 88.20% of the voting power of all the shares of common stock issued and outstanding on March 16, 2026, the record date for the meeting, were represented at the Annual Meeting. Each share of common stock was entitled to one vote at the Annual Meeting.
At the Annual Meeting, the Company’s stockholders voted on the following five proposals, as described in the Company’s 2026 Proxy Statement, and cast their votes as stated below.
Proposal No. 1: Election of Directors.
Nominee
For
Against
Abstain
Broker Non-Vote
Paul S. Levy
83,059,970
5,605,020
64,482
8,827,912
Cheryl Ainoa
88,396,041
268,996
64,435
8,827,912
Cory J. Boydston
85,157,525
3,454,536
117,411
8,827,912
James O'Leary
87,641,001
1,023,805
64,666
8,827,912
Maria Renz
88,379,287
285,903
64,282
8,827,912
Craig Steinke
76,271,469
12,364,061
93,942
8,827,912
Proposal No. 2: Advisory vote on the 2025 compensation of the Company’s named executive officers.
For
Against
Abstain
Broker Non-Vote
86,126,013
2,333,519
269,940
8,827,912
Proposal No. 3: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for year 2026.
For
Against
Abstain
Broker Non-Vote
93,169,372
4,333,634
54,378
0
Proposal No. 4: Approval of the Builders FirstSource, Inc. 2026 Equity Incentive Plan.
The proposal to approve the Builders FirstSource, Inc. 2026 Equity Incentive Plan was approved.
For
Against
Abstain
Broker Non-Vote
86,712,552
1,885,973
130,947
8,827,912
Proposal No. 5: Approval of the Builders FirstSource, Inc. Employee Stock Purchase Plan.
The proposal to approve the Builders FirstSource, Inc. Employee Stock Purchase Plan was approved.
For
Against
Abstain
Broker Non-Vote
88,304,284
369,902
55,286
8,827,912
Item 7.01 Regulation FD Disclosure.
On May 18, 2026, the Company issued a news release announcing the leadership transition noted above. A copy of the news release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
99.1
News release issued by Builders FirstSource, Inc. on May 18, 2026.
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
All of the information included in Items 7.01 and 9.01 of this report and Exhibit 99.1 hereto is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended.
SIGNATURES
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.
BUILDERS FIRSTSOURCE, INC.
Date:
May 18, 2026
By:
/s/ Alena Brenner
Alena Brenner, Executive Vice President,
Chief Legal Officer and Corporate Secretary
EX-99.1
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EX-99.1
Builders FirstSource Announces COO and CHRO Succession Plan
Chief Operating Officer Steve Herron to Retire
Mike Hiller Appointed Chief Operating Officer-Designate
Coley O’Brien Appointed Chief Human Resources Officer
Builders FirstSource, Inc. (NYSE: BLDR) announced today that as part of a planned leadership transition, Mike Hiller has been appointed Chief Operating Officer-Designate, succeeding Steve Herron, who will retire on December 31, 2026.
“This succession plan reflects both the bench depth of quality leadership within our company and our ability to attract top talent from outside our industry,” said Peter Jackson, CEO of Builders FirstSource. “The timeline will support a smooth transition for our team members, enabling them to stay focused on providing our customers with best-in-class service.”
Mr. Herron joined the Company as part of the 2015 acquisition of ProBuild Holdings. He has more than 40 years of experience in the industry, including senior management roles at HD Supply Holdings, The Home Depot, Lowe’s and Williams Brothers Lumber. Prior to his 2023 appointment as COO, he was President of the Company’s East Division.
“Humility and humor are the hallmarks of Steve’s style,” Jackson said. “We are grateful to him for his leadership and wish him a wonderful retirement.”
Mr. Hiller has more than 25 years of experience in business development, finance and operational leadership in the building materials industry. Prior to the 2021 merger of Builders FirstSource and BMC Stock Holdings, he was vice president of BMC’s Intermountain Region. He later became president of the Company’s Central Division, and most recently served as Chief Talent Officer.
“Mike is a thoughtful leader who puts people first while maintaining high standards of operational excellence,” Jackson said. “He is the right choice to lead our operations during this transformative time for the industry.”
Coley O’Brien has been appointed Chief Human Resources Officer, succeeding Mr. Hiller in leading the Company’s human resources functions. Mr. O’Brien has more than 25 years of experience in human resources and operations training. He joins the Company from The Wendy’s Company, where he held leadership roles in human resources and operations training since 2007. Most recently, he served as Chief People Officer, leading global HR strategy, innovation and people systems.
"Coley has a proven track record of building and executing talent strategies that support strong corporate culture and business outcomes," Jackson said. "His operational mindset, deep understanding of people systems and extensive experience leading and developing a distributed workforce will be extremely beneficial for our team.”
About Builders FirstSource
Builders FirstSource (NYSE: BLDR), headquartered in Irving, Texas, is the nation's leading provider of building materials for professional builders in new residential construction and repair and remodeling. We deliver integrated homebuilding solutions by manufacturing, supplying, and installing a full range of structural and related building products. With approximately 570 locations across 43 states, we serve 48 of the top 50 and 94 of the top 100 Core Based Statistical Areas (CBSAs), ensuring broad geographic coverage and enhancing our ability to partner with our customers. Our leading network of strategically located manufacturing facilities produces factory-built roof and floor trusses, wall panels, vinyl windows, custom millwork and trim, manufactured and semi-custom modular homes, as well as engineered wood that we design and cut specifically for each home. We also assemble interior and exterior doors into pre-hung units for easy installation. Additionally, we distribute a wide range of building products, including lumber, sheet goods, windows, doors, millwork, and specialty items. Our services, which vary by market, include professional installation, turnkey framing, and shell construction. Supported by the latest construction innovations and digital solutions, we help drive greater efficiency across homebuilding. Learn more at www.bldr.com
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