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): February 23, 2010
Builders FirstSource, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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0-51357
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52-2084569 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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2001 Bryan Street, Suite 1600, Dallas, Texas
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75201 |
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
(e) On February 23, 2010, Builders FirstSource, Inc. (the “Company”) entered into an
Employment Agreement (the “Agreement”) with M. Chad Crow, the Company’s Senior Vice President and
Chief Financial Officer. The Agreement has a one-year term, with automatic one-year renewals
commencing on the first anniversary of the effective date of the Agreement, unless either party
provides at least 90 days notice of non-renewal. For 2010, the minimum base salary of Mr. Crow is
$350,000. The Agreement provides for the payment of an annual cash incentive bonus with a minimum
target of 100% of his salary. The Agreement also provides that Mr. Crow is entitled to fully
participate in all (i) health and dental benefits and insurance programs, (ii) life and short- and
long-term disability benefits and insurance programs, and (iii) defined contribution and equity
compensation programs, all as available to senior executive officers of the Company generally.
During Mr. Crow’s employment with the Company and for one year thereafter, he may not disclose
confidential information and may not directly or indirectly compete with the Company. In addition,
Mr. Crow may not solicit or hire any employees of the Company or any of its subsidiaries during his
employment with us and for two years thereafter.
If Mr. Crow’s employment is terminated without “cause” (as defined in the Agreement) or in
certain events of constructive termination or non-renewal of the Agreement, Mr. Crow will be
entitled to continuation of his base salary and health benefits for one year after the date of
termination plus payment of an amount equal to his “average bonus compensation” (defined in the
Agreement as an amount equal to the average of the annual bonus amounts earned by Mr. Crow under
the Company’s annual incentive plan during the two most recent fiscal years ended prior to the his
date of termination).
ITEM 9.01. Financial Statements and Exhibits.
(c) Exhibits.
See Exhibit Index.