UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of ~~the Securities Exchange Act of 1934~~

~~Date~~The ofSecurities ~~Report~~Exchange ~~(Date~~ Act of ~~earliest event reported): November 21, 2023 (November 15, 2023)~~1934

Date of Report (Date of earliest event reported): February 20, 2024

BlueLinx Holdings Inc.

(Exact name of registrant as specified in its charter)

Delaware	~~001-32383~~	001-32383	~~77-0627356~~	77-0627356
(State or other jurisdiction of incorporation)	(Commission file number)		(I.R.S. Employer Identification No.)
(State or other		(Commission		(I.R.S. Employer
jurisdiction ofincorporation)		File Number)		Identification No.)

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

Registrant's telephone number, including area code: (770) 953-7000

~~(Registrant’s telephone number, including area code)~~ _________________________________________________

~~Not~~(Former ~~Applicable~~name or former address, if changed since last report.)

~~(Former~~Check ~~name~~the orappropriate ~~former~~box ~~address,~~ below if ~~changed~~the ~~since~~Form ~~last~~8-K ~~report~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

~~Check~~☐ Written communications pursuant to Rule 425 under the ~~appropriate~~Securities ~~box~~Act ~~below~~(17 ifCFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the ~~Form~~Exchange 8Act (17 CFR 240.14a-~~K filing~~12) is☐ ~~intended~~Pre-commencement communications pursuant to ~~simultaneously~~Rule ~~satisfy~~14d-2(b) under the ~~filing~~Exchange ~~obligation~~Act of(17 ~~the~~CFR ~~registrant~~240.14d-2(b)) ~~under~~☐ ~~any~~Pre-commencement ofcommunications pursuant to Rule 13e-4(c) under the ~~following~~Exchange ~~provisions:~~Act (17 CFR 240.13e-4(c))

o Written communications pursuant to Rule 425 under the Securities Act. (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act. (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. (17 CFR 240.14d-2(b)) o 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	BXC	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 ofunder 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 o☐

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. o☐

Item 52.~~03.~~02 Results ~~Amendments to Articles~~ of ~~Incorporation~~Operations orand ~~Bylaws;~~Financial ~~Change in Fiscal Year.~~Condition

On ~~November 15~~February 20, ~~2023~~2024, inBlueLinx ~~connection~~Holdings ~~with~~Inc. ~~the~~("BlueLinx" ~~universal proxy~~or ~~rules adopted by~~ "the ~~U.S.~~Company”) ~~Securities~~issued ~~and Exchange Commission and related requirements and~~ a ~~periodic~~press ~~review~~release ofannouncing ~~the~~its ~~Second~~financial ~~Amended and~~results ~~Restated~~for ~~Bylaws (~~the ~~“Bylaws”)~~fiscal offourth ~~BlueLinx~~quarter ~~Holdings~~and ~~Inc.~~year ~~(the~~ended ~~“Company”)~~December 30, ~~the~~2023. ~~Board~~A ofcopy ~~Directors (the “Board”)~~ of ~~the~~BlueLinx's ~~Company~~press ~~amended~~release ~~and~~is ~~restated~~furnished ~~the Company’s Bylaws, effective~~ as ofExhibit ~~the same date~~99.1 ~~The amendments, among other matters:~~hereto.

·On ~~update~~February ~~the~~21, ~~procedural~~2024, ~~requirements~~as ~~for~~previously ~~director~~announced, ~~nominations~~BlueLinx ~~made~~will byhold ~~stockholders~~a teleconference and audio webcast to ~~address~~discuss ~~Rule~~its ~~14a-19~~financial ~~promulgated~~results ~~under~~from the ~~Securities~~fiscal ~~Exchange~~fourth ~~Act~~quarter ofand ~~1934~~year ended December 30, as2023. ~~amended~~A copy of supplementary materials that will be referred to in the teleconference and webcast, ~~including~~and ~~requiring~~which ~~stockholders~~will be posted to ~~comply~~the ~~therewith;~~Company's website, is furnished as Exhibit 99.2 hereto.

·The ~~require~~information ~~any~~included ~~stockholder~~in ~~directly~~this orItem ~~indirectly~~2.02, ~~soliciting~~as ~~proxies~~well ~~from~~as ~~other~~Exhibits ~~stockholders~~99.1 toand ~~use~~99.2, ashall ~~proxy~~not ~~card~~be ~~color~~deemed ~~other~~"filed" ~~than~~for ~~white;~~purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

·Item ~~require~~9.01 Financial ~~the~~Statements ~~inclusion~~and ~~of certain additional information from a stockholder submitting a nomination or a proposal, as well as updates to this information prior to any stockholder meeting;~~Exhibits

· modify the provisions relating to adjournment procedures and lists of stockholders entitled to vote at stockholder meetings to reflect recent amendments to the Delaware General Corporation Law, as amended; and(d) Exhibits:

·The ~~make~~following ~~various~~exhibits ~~other~~are ~~conforming,~~attached ~~technical~~with ~~and~~this ~~ministerial~~Current ~~changes.~~Report on Form 8-K:

The foregoing summary description of the amendments to the Bylaws is qualified in its entirety by reference to the complete text of the Third Amended and Restated Bylaws of the Company, a copy of which is filed as Exhibit 3.1 hereto and is incorporated herein by reference.


Exhibit No.						Exhibit Description
99.1						Press Release dated February 2 0 , 202 4 reporting financial results for fiscal fourth quarter and year ended December 3 0 , 202 3
99.2						Supplementary materials to be used during webcast conference call on February 21, 2024
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

~~Item 9.01. Financial Statements and Exhibits.~~SIGNATURE

~~(d)~~Pursuant ~~Exhibits~~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.

Exhibit No.	Description of Exhibit
			BlueLinx Holdings Inc.
3.1	Third Amended and Restated Bylaws of BlueLinx Holdings Inc., dated November 15, 2023.
			(Registrant)
104	Cover Page Interactive Data File
Dated: February 20, 2024		By:	/s/ Andrew Wamser
			Andrew Wamser
			Senior Vice President and Chief Financial Officer

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BlueLinx Holdings Inc.

By: /s/ Andrew Wamser Andrew Wamser Senior Vice President and Chief Financial Officer

Dated: November 21, 2023

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