Exhibit 24
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes,
constitutes and appoints Paul M. Street, signing singly, the undersigned's true
and lawful attorney-in-fact to:
(i) execute for and on behalf of the undersigned, in the undersigned's
capacity as a beneficial owner of shares of Common Stock of BMC Stock
Holdings, Inc., a Delaware corporation (the "Company"), any Schedule 13D
or Schedule 13G, and any amendments, supplements or exhibits thereto
(including any joint filing agreements) required to be filed by the
undersigned under Section 13 of the Securities Exchange Act of 1934, as
amended, and the rules and regulations promulgated thereunder (the
"Exchange Act"), and any Forms 3, 4, and 5 and any amendments,
supplements or exhibits thereto required to be filed by the undersigned
under Section 16(a) of the Exchange Act;
(ii) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Schedule 13D, Schedule 13G, Form 3, 4, or 5 and timely file such forms
with the United States Securities and Exchange Commission and any stock
exchange on which the Common Stock of the Company is then listed; and
(iii) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this power of
attorney and the rights and powers herein granted. The undersigned acknowledges
that the foregoing attorney-in-fact, in serving in such capacity at the request
of the undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 13 and Section 16 of the
Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file reports or schedules under Section 13
or Section 16 of the Exchange Act with respect to the undersigned's holdings of
and transactions in securities issued by the Company, unless earlier revoked by
the undersigned in a signed writing delivered to the foregoing attorney-in-fact.
* * * * *
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 21st day of February, 2017.
/s/ Keith Costello
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Name: Keith Costello
Title: Senior Vice President of Sales
and Marketing