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Share-Based Compensation | 12 Months Ended
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Dec. 28, 2024
Share-Based Payment Arrangement [Abstract] |
Share-Based Compensation | Share-Based Compensation On May 20, 2021 at its annual meeting of stockholders, the Company’s stockholders approved the BlueLinx Holdings, Inc. 2021 Long-Term Incentive Plan (the “2021 Plan”), which had already been approved by the Company’s board of directors. The 2021 Plan permits the grant of nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), performance shares, performance units, cash-based awards, and other share-based awards to eligible employees and board members who are selected by the Company’s board of directors or a committee of the board of directors. The Company has reserved 750,000 shares of its common stock for issuance under the 2021 Plan. At any time, the number of remaining shares available for future grants against the 750,000 share authorization is determined by: subtracting the number of shares associated with grants that have been issued under the 750,000 share authorization, whether vested or unvested; adding the number of shares associated with those grants that have been either subsequently forfeited or cancelled; and adding the number of shares that were repurchased by the Company at vesting to satisfy employee payroll withholding taxes for grants, other than any grants of SARs or stock options, that were issued against the 750,000 share authorization. Additionally, shares available for issuance under the 2021 Plan include certain shares associated with grants made under the Company’s prior equity compensation plans, as follows: forfeitures and cancellations of grants that occur after May 20, 2021, and shares repurchased by the Company to satisfy employee payroll withholding taxes for grants, other than any grants of SARS or stock options, that vest after May 20, 2021. As of December 28, 2024, there were 508,060 shares of common stock available for issuance pursuant to future equity-based compensation awards under the 2021 Plan. The Company typically issues new shares of its common stock to participants upon the exercise or vesting of vested grants out of the total amount of common shares available for issuance under the aforementioned plan. The 2021 Plan does not permit the payment of dividends or dividend equivalents on unvested grants that include underlying shares of the Company’s common stock. During fiscal years 2024, 2023 and 2022, the Company issued service-based and performance-based RSU grants to eligible employees and members of the Company’s board of directors. Each RSU represents a contingent right to receive one share of our common stock at a future date. Service-Based Restricted Stock Units Service-based RSUs are issued to eligible employees and members of the Company’s board of directors. Service-based RSUs issued to members of the Company’s board of directors typically vest over a one-year service vesting period, although a pro-rated portion of the award may vest and settle prior to the one-year period with the remainder forfeited if the director is not standing for re-election or upon retirement from the Company’s board of directors. Service-based RSUs issued to employees of the Company typically vest ratably over a three-year service vesting period. The following table summarizes activity for service-based RSUs for fiscal years 2024 and 2023:
| Number of Awards |  | Weighted Average Grant-Date Fair Value
Outstanding as of December 31, 2022 | 264,360 |  |  | $ | 55.07 |
Granted | 158,276 |  |  | 90.49 |
Vested | (170,066) |  |  | 50.30 |
Forfeited | (50,264) |  |  | 75.67 |
Outstanding as of December 30, 2023 | 202,306 |  |  | 82.25 |
Granted | 153,429 |  |  | 103.69 |
Vested | (105,216) |  |  | 79.45 |
Forfeited | (40,236) |  |  | 94.21 |
Outstanding as of December 28, 2024 | 210,283 |  |  | 97.08 |
The total fair value of service-based RSUs that vested in fiscal 2024, fiscal 2023, and fiscal 2022 was $11.0 million, $14.3 million and $26.8 million, respectively. Performance-Based Restricted Stock Units Performance-based RSUs are issued to eligible employees and typically vest over a three-year period based on the achievement of performance goals based on three-year cumulative adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) of the Company and three-year average return on working capital (“ROWC”) for the Company. The grant recipient must also typically complete a three-year service vesting period. As of December 28, 2024, the three-year vesting period and metrics have not been achieved for the performance-based RSUs granted in fiscal 2024, 2023 or 2022. Expense for the fiscal year ended December 28, 2024 includes a credit of $4.3 million related to cumulative adjustments for certain unvested restricted stock unit grants that were granted in June 2022 and at various times in 2023 that are subject to vesting based, in part, on performance criteria that are not expected, as of December 28, 2024, to be fully achieved before the end of the applicable vesting periods that end on either June 28, 2025 or July 4, 2026. The following table summarizes activity for performance-based RSUs for fiscal years 2024 and 2023. The number outstanding as of December 31, 2022, December 30, 2023, and December 28, 2024 include all then-outstanding performance-based RSUs, including those for which the performance criteria were not expected to be achieved at or before the applicable vesting periods.
| Number of Awards |  | Weighted Average Grant-Date Fair Value
Outstanding as of December 31, 2022 | 61,049 |  |  | $ | 66.81 |
Granted | 77,785 |  |  | 92.44 |
Forfeited | (23,436) |  |  | 75.11 |
Outstanding as of December 30, 2023 | 115,398 |  |  | 82.40 |
Granted | 44,828 |  |  | 98.07 |
Forfeited | (24,779) |  |  | 88.84 |
Outstanding as of December 28, 2024 | 135,447 |  |  | 86.29 |
During fiscal years 2024, 2023 and 2022, the Company recognized share-based compensation expense of $7.7 million, $12.1 million, and $9.6 million, respectively. The Company recognized related income tax benefits in fiscal years 2024, 2023 and 2022 of $2.8 million, $2.6 million, and $3.8 million, respectively. As of December 28, 2024, there was approximately $16.9 million of unrecognized compensation expense related to service-based RSUs and performance-based RSUs. The unrecognized compensation expense is expected to be recognized over a weighted average term of approximately 2.0 years.

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