Item 8.01 Other Events

On January 4, 2013, the Compensation Committee of the Board of Directors of BlueLinx Holdings Inc. (the "Company") approved a form of Performance Share Award Agreement (the "Award Agreement") for use in connection with grants of Performance Shares to employees and executive officers of the Company and its subsidiaries under the Company's Amended and Restated 2006 Long-Term Equity Incentive Plan (the "Plan"). Pursuant to the terms of the Plan and the Award Agreement, recipients will be entitled to receive, at the option of the Compensation Committee of the Board of Directors of the Company, either shares of the Company's common stock, par value $.01 per share or a lump sum cash payment equal to the Fair Market Value (as defined in the Plan) of one share for each Performance Share earned, upon the achievement during the applicable vesting period of performance criteria to be established by the Compensation Committee. As of the date of this Current Report on Form 8-K, no grants of Performance Shares have been made by the Compensation Committee. However, the Company expects to make grants of Performance Shares under the Plan in 2013 and anticipates that the performance criteria for any such awards granted in 2013 will be based on the achievement of EBITDA targets.

A copy of the form Award Agreement is filed with this Current Report on Form 8-K as Exhibit 10.1 hereto.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description
10.1 Form of Performance Share Award Agreement

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