SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ALEXANDER PETER

(Last) (First) (Middle)
C/O BMC STOCK HOLDINGS, INC.
980 HAMMOND DR NE, SUITE 500

(Street)
ATLANTA GA 30328

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BMC STOCK HOLDINGS, INC. [ BMCH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 116,035(1) I See Footnote(2)
Common Stock 292,349(1) I See Footnote(3)
Common Stock 12/31/2017 F 11,988(4) D $25.3 88,703 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Beneficial ownership of Kinderoaks Family LLC ("Kinderoaks") includes, and beneficial ownership of the Peter C. Alexander Revocable Trust dated August 8, 2014 (the "Alexander Trust") excludes, 44,940 shares of common stock of the Issuer ("Common Stock") previously reported as beneficially owned by the Alexander Trust. These shares have historically been beneficially owned by Kinderoaks, but have been inadvertently included in the Alexander Trust's beneficial ownership. This change does not affect the Reporting Person's aggregate beneficial ownership of Common Stock.
2. Kinderoaks is the beneficial owner of 116,035 shares of Common Stock. Mr. Alexander, who is a Manager of Kinderoaks, has shared voting and dispositive power of such reported securities. The Reporting Person expressly disclaims beneficial ownership of such securities, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of such securities.
3. The Alexander Trust is the beneficial owner of 292,349 shares of Common Stock. Mr. Alexander, who is a trustee of the Alexander Trust, has shared voting and dispositive power over such reported securities. The Reporting Person expressly disclaims beneficial ownership of such securities, except to the extent of the Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of such securities.
4. Reflects shares withheld to pay tax withholding requirements on vesting of previously granted restricted stock units. Effective March 30, 2016, the reporting person was granted 75,000 restricted stock units, vesting in equal one-third increments on December 31, 2016, December 31, 2017 and December 31, 2018, subject to the reporting person's continued employment with the issuer.
Remarks:
President and Chief Executive Officer; Exhibit 24: Power of Attorney
/s/ Lanesha Minnix by Power of Attorney for Peter C. Alexander 01/03/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.