What changed in this filing

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Item 1. Business

2021-02-22 compared with 2020-02-24 · 124 added, 122 removed, 288 unchanged (46% of the section changed)

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As used in this Form 10-K, the terms "Boise Cascade," "we," and "our" refer to Boise Cascade Company and its consolidated subsidiaries.

Our operations began on October 29, 2004, when we acquired the forest products assets of OfficeMax, Incorporated.

We completed an initial public offering of our common stock on February 11, 2013.

Our Purpose and Values

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In our Wood Products segment, we manufacture laminated veneer lumber (LVL), I-joists, and laminated beams, which are collectively referred to as EWP.

In addition, we manufacture structural, appearance, and industrial plywood panels.

In addition, we manufacture structural, appearance, and industrial plywood panels, and ponderosa pine lumber.

Our Building Materials Distribution segment (BMD) is the largest customer of our Wood Products segment, and operates a nationwide network of distribution facilities that sell a broad line of building materials, including oriented strand board (OSB), plywood, and lumber (collectively referred to as commodities);

general line items such as siding, composite decking, doors, metal products, insulation, and roofing;

Substantially all of BMD's EWP is sourced from our Wood Products segment, with the remaining products we distribute sourced from a vendor base of approximately 1,000 third-party suppliers ranging from large manufacturers to small regional producers.

Substantially all of BMD's EWP is sourced from our Wood Products segment, with the remaining products we distribute sourced from a broad vendor base of third-party suppliers ranging from large manufacturers to small regional producers.

Our products are used in the construction of new residential housing, including single-family, multi-family, and manufactured homes, the repair-and-remodeling of existing housing, the construction of light industrial and commercial buildings, and industrial applications.

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Drivers of new residential construction, residential repair-and-remodeling activity, and light commercial construction include new household formation, the age of the housing stock, availability of credit and other macroeconomic factors, such as GDP growth, population growth and migration, interest rates, employment, and consumer sentiment.

The map below presents our nationwide network of manufacturing and distribution facilities.

The map below presents our network of manufacturing and distribution facilities.

Our Business Strategies

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We intend to increase both our earnings and earnings stability by growing our EWP sales and expanding our distribution capabilities.

In Wood Products, we are focused on the production of veneer-based products.

In Wood Products, we are principally focused on the production of veneer-based products.

We have grown our EWP sales and thereby diverted more of our internally produced veneer away from plywood, which is a product line exposed to oriented strand board substitution and significant price volatility.

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In BMD, our growth strategy includes adding products and services, expanding our market penetration via acquisition or opening new locations in under-served markets, and identifying and executing upon adjacent distribution platforms that can be scaled.

Doors provides a recent example of product line expansion in BMD.

In 2020 we expanded our door shop operations with the addition of assembly equipment in Dallas, Texas, and have announced plans to start up our ninth door shop assembly operation in Houston, Texas, in the second half of 2021.

The change in our sales mix by segment over time from reducing our product mix in Wood Products and expanding our BMD distribution capabilities is illustrated below.

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The charts below illustrate our growth in EWP and how we have transitioned more of our veneer usage to support our EWP growth.

In BMD, we have grown by adding products and services, expanding our market presence via acquisition or start-up of new locations, and by identifying and executing upon adjacent distribution platforms.

In BMD, we have grown by adding products and services, capturing additional market share in many of our existing markets, expanding our market presence via acquisition or start-up of new locations, and by identifying and executing upon adjacent distribution platforms.

BMD carries a broad line of building materials used in residential construction, repair and remodel, and industrial applications.

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The red stars are BMD's locations, the size of the circles indicate the level of residential construction activity in that trade area (Core-Based Statistical Area or CBSA), and the color of the circles indicate how close our distribution centers are to each major trade area.

During 2018 and 2019, we acquired wholesale building material distribution locations in Nashville, Tennessee, Medford, Oregon, Cincinnati, Ohio, and Birmingham, Alabama.

During 2018 and 2019, we acquired wholesale building material distribution locations in Nashville, Tennessee;

Medford, Oregon;

Cincinnati, Ohio;

and Birmingham, Alabama.

In addition, we opened a new distribution center in St.

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Wood Products enjoys superior access to the market through a committed distributor, BMD benefits from a committed manufacturing partnership, and we capture margin at both levels of the supply chain.

From 2015 to 2019 , Wood Products sales volumes of EWP to BMD grew from 66% to 77% , and plywood sales volumes to BMD grew from 26% to 32% .

From 2016 to 2020, Wood Products sales volumes of EWP to BMD grew from 66% to 80%, and plywood sales volumes to BMD declined slightly from 28% to 24%.

The chart below reflects the progress we have made in distributing internally produced products through our distribution network.

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The Company is actively pursuing additional initiatives that we believe will provide further avenues for revenue and earnings growth:

Innovation - We are actively evaluating product development opportunities in our Wood Products segment.

These opportunities could include the development of new products for either new residential construction or commercial construction applications.

Innovation - We are actively engaged in product development opportunities in our Wood Products segment.

These opportunities include the development of new products for new residential construction or commercial construction applications.

The commercial construction segment is a particular area of focus for us given we have limited penetration in that space today, and recent changes in building codes that allow for the use of mass timber in tall wood structures provide further opportunity.

Innovation efforts within our Wood Products segment are also focused on identifying process and cost efficiency improvement opportunities, some of which will include further automation within our manufacturing operations.

To support our innovation initiatives, we have added dedicated resources and are also leveraging tools to capture ideas from associates across our organization.

Digital Technology - Like many companies, we use multiple systems to manage our business.

This can mean that critical business data is not in one central and easily accessible location.

As such, we have undertaken a project that will bring

much of our primary business data into a single repository that, when combined with a robust reporting engine, will allow us to quickly access and analyze the information.

As such, we have undertaken a project that will bring much of our primary business data into a single repository that, when combined with a robust reporting engine, will allow us to quickly access and analyze the information.

Ultimately, we expect the project to result in the development of business use cases that will provide revenue generating, cost reducing, and risk mitigating opportunities.

Diversity & Inclusion - Human capital management and our ability to attract, develop, and retain talent has been, and will continue to be, key to the execution of our strategic objectives.

In alignment with our core values, we strive to cultivate a climate of mutual respect, camaraderie, and teamwork.

Diversity & Inclusion - In alignment with our core values, we strive to cultivate a climate of mutual respect, camaraderie, and teamwork.

We welcome diverse backgrounds, views, and skills because we believe it results in stronger teams, inspired solutions, greater agility as an organization, and ultimately a more sustainable and profitable business model over time.

At the same time, we also recognize that shifting demographics, a changing talent market, and a competitive business environment make a compelling case for us to be even more intentional in creating a diverse and inclusive work environment.

As such, the Company has placed additional focus on diversity and inclusion to develop an iterative framework of education, strategy development, and implementation that will be shared with all levels of our organization.

As such, we have hired a Director of Diversity and Inclusion, supported by our executive leadership team and a steering committee composed of associates from across the Company.

Our ongoing efforts have placed additional focus on diversity and inclusion to develop an iterative framework of education and training, strategy development, and implementation that will be shared with all levels of our organization.

Segment Detail

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We also produce ponderosa pine shop lumber which is sold primarily to industrial converters, and ponderosa pine appearance grade boards that are sold to home centers and retail lumber yards.

In November 2018, we sold two lumber mills and a particleboard plant located in Northeast Oregon, consistent with our strategy to focus on veneer-based manufacturing.

As a result, we no longer produce particleboard.

In November 2018, we sold our sole particleboard plant and two lumber mills located in Northeast Oregon, consistent with our strategy to focus on veneer-based manufacturing.

In addition, we sold a hardwood plywood facility located in Moncure, North Carolina (the Moncure Sale) in March 2019.

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For additional information, see Note 7, Sale of Manufacturing Facilities, of the Notes to the Consolidated Financial Statements in "Item 8, Financial Statements and Supplementary Data" of this Form 10-K.

The following table sets forth the annual capacity and production of our principal products for the periods indicated:

The following table sets forth the annual capacity, production volumes, and sales volumes of our principal products for the periods indicated:

Year Ended December 31

2020 2019 2018 2017 2016

LVL (cubic feet) (b)(c) 34.0 34.0 33.5 35.5 34.5

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ft.) (3/8" basis) (d)(e) 2,230 2,230 2,440 2,440 2,400

Production Volumes

LVL (cubic feet) (b) 26.0 25.6 27.6 26.2 23.9

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ft.) (3/8" basis) (d) 1,637 1,668 1,822 1,828 1,852

Sales Volumes

LVL (cubic feet) (f) 17.3 17.9 17.7 17.3 16.3

I-joists (equivalent lineal feet) 241 227 237 235 226

ft.) (3/8" basis) (g) 1,253 1,337 1,423 1,458 1,507

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Estimated annual capacity at the end of each year.

During the years presented above, approximately one-third of the LVL we produced was utilized internally to produce I-joists.

(a) Estimated annual capacity at the end of each year based on machinery capabilities.

(b) During the years presented above, approximately one-third of the LVL we produced was utilized internally to produce I-joists.

Capacity is based on LVL production only.

In March 2016, we purchased two EWP facilities, one in Thorsby, Alabama, and one in Roxboro, North Carolina.

Thorsby LVL capacity is estimated at 4.5 million cubic feet.

We ceased LVL production at Roxboro in November 2018, prior to which its estimated annual capacity was 2.0 million cubic feet.

For additional information regarding the Roxboro LVL curtailment, see Note

6, Curtailment of Manufacturing Facilities , of the Notes to the Consolidated Financial Statements in "Item 8, Financial Statements and Supplementary Data" of this Form 10-K.

Approximately 23% , 24% , 22% , 21% , and 18% , respectively, of production in 2019 , 2018 , 2017 , 2016 , and 2015 was for PLV panels that are utilized internally to produce LVL.

The years 2015-2018 include 135 million square feet of plywood capacity related to the Moncure facility that was sold in March 2019.

I-joist production at Roxboro was ceased in March 2020.

For additional information regarding the Roxboro curtailments, see Note 6, Curtailment of Manufacturing Facilities, of the Notes to the Consolidated Financial Statements in "Item 8, Financial Statements and Supplementary Data" of this Form 10-K.

(d) Approximately 27%, 23%, 24%, 22%, and 21%, respectively, of production in 2020, 2019, 2018, 2017, and 2016 was for PLV panels that are utilized internally to produce LVL.

(e) The years 2016-2018 include 135 million square feet of plywood capacity related to the Moncure facility that was sold in March 2019.

(f) Excludes LVL produced and used as flange stock in the manufacture of I-joists.

(g) Excludes PLV produced and used in the manufacture of LVL.

The following table sets forth segment sales, segment income (loss), depreciation and amortization, and EBITDA for the periods indicated:

Year Ended December 31

2020 2019 2018 2017 2016

Segment sales (a) $ 1,323.9 $ 1,275.2 $ 1,533.3 $ 1,373.8 $ 1,280.4

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Segment sales are calculated before elimination of sales to our Building Materials Distribution segment.

During the year ended December 31, 2018, we recorded a pre-tax loss of $11.5 million related to the sale of two lumber mills and a particleboard plant in Northeast Oregon, as well as a pre-tax impairment loss of $24.0 million on the Moncure plywood facility upon being classified as held for sale.

(a) Segment sales are calculated before elimination of sales to our Building Materials Distribution segment.

(b) During the year ended December 31, 2018, we recorded a pre-tax loss of $11.5 million related to the sale of two lumber mills and a particleboard plant in Northeast Oregon, as well as a pre-tax impairment loss of $24.0 million on the Moncure plywood facility

upon being classified as held for sale.

The year ended December 31, 2018 includes $55.0 million of accelerated depreciation, $2.6 million of construction in progress and spare parts write-offs, and $0.2 million of severance expenses related to the Roxboro LVL curtailment in November 2018.

For additional information regarding the Roxboro LVL curtailment, see Note 6, Curtailment of Manufacturing Facilities , of the Notes to the Consolidated Financial Statements in "Item 8, Financial Statements and Supplementary Data" of this Form 10-K.

Segment EBITDA is calculated as segment income (loss) before depreciation and amortization.

(c) The year ended December 31, 2018 includes $55.0 million of accelerated depreciation, $2.6 million of construction in progress and spare parts write-offs, and $0.2 million of severance expenses related to the Roxboro LVL curtailment in November 2018.

The year ended December 31, 2020 includes $15.0 million of accelerated depreciation and $1.7 million of other closure costs related to the Roxboro I-joist curtailment in March 2020.

(d) Segment EBITDA is calculated as segment income (loss) before depreciation and amortization.

Selected Financial Data" of this Form 10-K for a description of our reasons for using EBITDA and for a discussion of the limitations of such a measure.

Our Wood Products segment operates six EWP facilities.

Our Wood Products segment operates five EWP facilities.

Our two most significant EWP facilities are located in Louisiana and Oregon and have a high degree of raw material and manufacturing integration with our neighboring plywood and veneer facilities.

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Our log requirements and our access to supply, as well as the cost of obtaining logs, are subject to change based on, among other things, the availability of logs in each of our operating areas, our operating schedules, competition from other manufacturers, the effect of governmental laws and regulations, impacts of weather or fire on log availability, and the status of environmental appeals.

For a discussion of contractual commitments relating to log supply agreements, see "Contractual Obligations" in "Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Form 10-K.

The cost of logs is correlated with prevailing product prices for building materials and manufacturers' expectations for future product prices, with the increase in product prices driving increases in log costs.

Generally, increases in the cost of logs lag product price increases, as improved manufacturer profitability often leads to increased demand for logs.

Prices for logs have been historically cyclical in response to changes in domestic and foreign demand and supply.

Our aggregate cost of obtaining logs is also affected by fuel costs and the distance of the log source from our facilities, as we are often required to arrange for harvesting and delivery of the logs we purchase from the source to our facilities.

Demand for dimension lumber has a strong influence on log pricing, as the dimension lumber industry is the largest consumer of logs.

Historically, the level of foreign demand for log exports from the western U.S.

has fluctuated based on economic activity in China and other Pacific Rim countries, currency exchange rates, tariffs, and the availability of log supplies from other countries such as Canada, Russia, and New Zealand.

Sustained periods of high log costs may impair the cost competitiveness of our manufacturing facilities.

Log costs in the western U.S.

have historically been more volatile due to foreign demand for log exports.

In addition, per-unit log costs in the western U.S.

Per-unit log costs in the western U.S.

are higher than per-unit log costs in the southern U.S.

due to higher harvest and delivery costs, as well as various supply-side constraints, including seasonal weather-related restrictions, slower growth cycles, and a higher proportion of federal and state timberland ownership.

For a discussion of contractual commitments relating to log supply agreements, see "Contractual Obligations" in "Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Form 10-K.

We also purchase OSB, which is used as the vertical web to assemble I-joists, from a supplier with multiple locations throughout North America.

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These contracts have terms of various lengths and typically contain price adjustment mechanisms that take into account changes in market prices.

Therefore, although our long-term contracts provide us with supplies of raw materials and energy that are more stable than open-market purchases, in many cases, they may not alleviate fluctuations in market prices.

Sales, Marketing, and Distribution

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In 2020, 80% and 24%, of our Wood Products segment's EWP and plywood sales volumes, respectively, were to our Building Materials Distribution segment.

The following table lists sales volumes for our principal wood products for the periods indicated:

Year Ended December 31

Laminated veneer lumber (LVL) (cubic feet) (a)

I-joists (equivalent lineal feet)

ft.) (3/8" basis) (b)

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(a) Excludes LVL produced and used as flange stock in the manufacture of I-joists.

(b) Excludes PLV produced and used in the manufacture of LVL.

Building Materials Distribution

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including OSB, plywood, and lumber (collectively commodities), general line items such as siding, composite decking, doors, metal products, insulation, and roofing, and EWP.

Except for EWP, we purchase most of these building materials from a vendor base of approximately 1,000 third-party suppliers ranging from large manufacturers, such as James Hardie Building Products, Trex Company, Huber Engineered Woods, and Louisiana-Pacific Corporation, to small regional producers.

Except for EWP, we purchase most of these building materials from a broad base of third-party suppliers ranging from large manufacturers, such as James Hardie Building Products, Trex Company, Huber Engineered Woods, and Louisiana-Pacific Corporation, to small regional producers.

Substantially all of our EWP is sourced from our Wood Products segment.

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Year Ended December 31

2020 2019 2018 2017 2016

(percentage of Building Materials Distribution sales)

Commodity 46.6 % 41.7 % 48.3 % 47.9 % 46.6 %

General line 35.6 % 38.2 % 33.1 % 33.6 % 35.4 %

Engineered wood products 17.8 % 20.1 % 18.6 % 18.5 % 18.0 %

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Year Ended December 31

2020 2019 2018 2017 2016

Segment sales $ 4,952.0 $ 4,137.7 $ 4,287.7 $ 3,773.8 $ 3,227.2

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_______________________________________

Segment EBITDA is calculated as segment income before depreciation and amortization.

(a) Segment EBITDA is calculated as segment income before depreciation and amortization.

Selected Financial Data" of this Form 10-K for a description of our reasons for using EBITDA and for a discussion of the limitations of such a measure.

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Our broad geographic presence reduces our exposure to market factors in any single region.

During 2018 and 2019, we acquired wholesale building material distribution locations in Nashville, Tennessee, Medford, Oregon, Cincinnati, Ohio, and Birmingham, Alabama.

During 2018 and 2019, we acquired wholesale building material distribution locations in Nashville, Tennessee;

Medford, Oregon;

Cincinnati, Ohio;

and Birmingham, Alabama.

These locations complement our existing distribution business and strengthen our nationwide presence.

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Sales, Marketing, and Distribution

We market our building materials primarily to retail lumberyards, home improvement centers, and specialty distributors that then sell the products to end customers, who are typically professional builders, independent contractors, and homeowners engaged in residential construction and repair-and-remodeling projects.

We market our building materials primarily to retail lumberyards, home improvement centers, and specialty distributors that then sell the products to end customers, who are typically homebuilders, independent contractors, and homeowners engaged in residential construction and repair-and-remodeling projects.

We also market our products to a wide variety of industrial accounts, which use our products to assemble cabinets, doors, agricultural bins, crating, and other products used in industrial and construction applications.

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Broadening our product offering also helps us drive additional products through our distribution system, thereby increasing our scale and efficiency.

We maintain relationships with a broad customer base across multiple market segments and various end markets.

For the year ended December 31, 2019 , our top ten customers represented approximately 40% of our sales, with no customer accounting for 10% or more of total sales.

At December 31, 2019 , receivables from Home Depot and Builders FirstSource accounted for approximately 12% and 14% , respectively, of total receivables.

Our customer relationships range from locally owned single-location facilities to the largest national home improvement center and retail lumberyard chains across the U.S., with Home Depot and Builders FirstSource being our largest customers.

Sales to Home Depot were recorded in our Building Materials Distribution and Wood Products segments and substantially all sales to Builders FirstSource were recorded in our Building Material Distribution segment.

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The wood products manufacturing markets in which we operate are large and highly competitive.

We compete against several major North American EWP producers, such as Weyerhaeuser Company and Louisiana-Pacific Corporation, as well as several other smaller firms.

Our EWP products also face competition from numerous dimension lumber producers, because EWP may be substituted by dimension lumber in many building applications.

In plywood, we compete with

Georgia-Pacific, the largest manufacturer in North America, other large producers such as Roseburg Forest Products, foreign imports produced principally in South America, and several smaller domestic producers.

In EWP, we compete against several major North American EWP producers, such as Weyerhaeuser Company, Louisiana-Pacific Corporation, and Roseburg Forest Products, as well as several other smaller firms.

Our EWP products also face competition from numerous dimension lumber producers, because EWP may be substituted by dimension lumber in many building

applications.

In plywood, we compete with Georgia-Pacific, the largest manufacturer in North America, other large producers such as Roseburg Forest Products, foreign imports produced principally in South America, and several smaller domestic producers.

Our plywood products also face competition from OSB producers, because OSB can be substituted for plywood in many building and industrial applications.

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dollar and economy are stronger relative to other countries, encouraging foreign producers to sell more of their plywood into the U.S.

Our competition includes not only manufacturers and distributors of similar building products but also manufacturers and distributors of products made from alternative materials, such as steel and plastic.

Some of our competitors enjoy strong reputations for product quality and customer service, and these competitors may have strong relationships with certain distributors, making it more difficult for our products to gain additional market share.

Some of our competitors in this segment are also vertically integrated and/or have access to internal sources of wood fiber, which may allow them to subsidize their base manufacturing business in periods of rising fiber prices.

Building Materials Distribution.

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Our wholesale distribution competitors include BlueLinx Holdings Inc., Weyerhaeuser Company, Dixie Plywood and Lumber, OrePac, U.S.

Lumber Group, and Capital Lumber, among others.

Lumber Group, Huttig Building Products, and Capital Lumber, among others.

We also compete with wholesale brokers, specialty distributors, and certain buying cooperatives.

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Financial Statements and Supplementary Data" of this Form 10-K.

Human Capital Management

Human capital management and our ability to attract, develop and retain talent that embraces our shared values of integrity, safety, respect, and pursuit of excellence have been and will continue to be critical to executing our previously described strategic objectives.

At Boise Cascade, the health and safety of our 6,040 associates is core to how we do business.

We collect and report common lagging indicators of safety performance, and our safety programs include tools, training, and resources that allow us to collect, analyze, and share leading indicators of safety-related hazards broadly across our organization.

We believe that our focus on leading indicators helps to prevent future incidents and injuries.

Living our values means driving the expectation that each of our associates has ownership in safety and the authority to stop work if there is a safety concern.

Our safety commitment extends to minimizing the spread of COVID-19.

Our cross-functional crisis team continues to monitor and adjust our protocols as infection rates fluctuate and state/local regulations change across the country.

We continue to follow the Centers for Disease Control’s guidance and communicate regularly to our associates.

Our Code of Ethics guides the actions and behaviors of anyone working for, representing, or partnering with Boise Cascade.

The code establishes the expectations for ensuring we have an inclusive and harassment-free work environment.

We have an open-door policy that encourages associates to speak up about any work-related issues, suggestions, or ideas.

We also provide a confidential CARE Line, which offers an additional way to report behavior or activity that may be unsafe, unethical, or illegal.

We are committed to providing comprehensive benefit programs.

We offer benefits that will help our associates and their families live healthier and more secure lives.

Our Total Rewards program provides competitive pay, comprehensive health benefits, 401(k) savings plans, well-being programs, community engagement opportunities, education aid, and career recognition and development.

Selecting and developing talent is a vital aspect of our human capital strategy because our associates are at the heart of our Purpose and delivering on our promises to our stakeholders.

We focus on developing talent from within our businesses and supplement with finding the right external hires to support our key strategic objectives of accelerating innovation, digital technology, and diversity and inclusion.

We strive for excellence in business continuity and personal growth by developing our

associates as individuals through targeted leadership programs, experiences, and assignments.

Individual development includes annual performance reviews with development plans, access to a variety of resources, and ongoing education opportunities.

Environmental

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Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Form 10-K.

As of February 9, 2020 , we had approximately 6,010 employees.

Approximately 23% of these employees work pursuant to collective bargaining agreements.

As of February 9, 2020 , we had ten collective bargaining agreements.

For discussion of risks related to labor disruptions and increased labor costs, refer to "Item 1A.

Risk Factors" of this Form 10-K.

We maintain many trademarks for our manufactured wood products, particularly EWP.

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Available Information

Our filings under the Exchange Act, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and all amendments to these filings, are also available free of charge on the investor relations portion of our website at www.bc.com.

Our filings under the Exchange Act, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and all amendments to these filings, are available free of charge on the investor relations portion of our website at www.bc.com.

These reports are available as soon as reasonably practicable after such material is electronically filed with or furnished to the SEC.

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Below is a list of names, ages, and a brief description of the business experience of our executive officers and key members of management, each as of February 12, 2021.

Name Age Position

Executive Officers:

Chief Executive Officer (retiring effective March 6, 2020)

Nate Jorgensen

Chief Operating Officer (CEO effective March 6, 2020)

Wayne Rancourt

Executive Vice President, Chief Financial Officer, and Treasurer

Executive Vice President, Wood Products

Executive Vice President, Building Materials Distribution

Senior Vice President, Human Resources

Vice President, General Counsel and Secretary

Vice President and Controller

Nate Jorgensen 56 Chief Executive Officer

Wayne Rancourt 58 Executive Vice President, Chief Financial Officer, and Treasurer

Mike Brown 59 Executive Vice President, Wood Products

Nick Stokes 63 Executive Vice President, Building Materials Distribution (retiring effective March 12, 2021)

Jill Twedt 41 Senior Vice President, General Counsel and Secretary

Kelly Hibbs 54 Vice President and Controller

Key Management:

Senior Vice President of Sales and Marketing, Building Materials Distribution

Frank Elfering

Vice President, General Manager Western Operations, Building Materials Distribution

Vice President of Purchasing, Building Materials Distribution

Robert Johnson

Vice President, Engineered Wood Products Sales and Marketing, Wood Products

Chris Seymour

Vice President, Manufacturing Operations, Wood Products

Vice President, General Manager Eastern Operations, Building Materials Distribution

Tom Corrick, Chief Executive Officer (retiring effective March 6, 2020)

Corrick, our chief executive officer (CEO), has elected to retire from the company effective March 6, 2020.

He was elected to the position of CEO March 6, 2015.

Prior to his election as CEO, Mr.

Corrick's previous positions with the company include:

Chief Operating Officer, November 2014 - March 2015

Executive Vice President, Wood Products, June 2014 - November 2014

Vice President, Wood Products, August 2012 - June 2014

Vice President, Engineered Wood Products, Wood Products, February 2011 - August 2012

Corrick received his bachelor's and master's degrees in Business Administration from Texas Christian University, Fort Worth, TX.

Nate Jorgensen, Chief Operating Officer (CEO effective March 6, 2020)

Jorgensen will become the company's CEO effective March 6, 2020.

He is currently chief operating officer, to which position he was elected in January 2019.

Erin Nuxoll 60 Senior Vice President, Human Resources

Rich Viola 63 Senior Vice President of Sales and Marketing, Building Materials Distribution

Frank Elfering 54 Vice President, General Manager Western Operations, Building Materials Distribution

Tom Hoffmann 62 Vice President of Purchasing, Building Materials Distribution

Robert Johnson 56 Vice President, Engineered Wood Products Sales and Marketing, Wood Products

Chris Seymour 49 Vice President, Manufacturing Operations, Wood Products

Jeff Strom 53 Vice President, General Manager Eastern Operations, Building Materials Distribution (Executive Vice President, BMD effective March 12, 2021)

Nate Jorgensen, Chief Executive Officer

Jorgensen became the company's chief executive officer effective March 6, 2020.

His previous positions include:

• Chief Operating Officer, January 2019 - March 2020

• Senior Vice President of Engineered Wood Products, Wood Products, November 2017 - January 2019

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Rancourt received a bachelor's degree in Accounting from Central Washington University, Ellensburg, WA.

He is a member of the board of directors of Commercial Vehicle Group, Inc., which is traded publicly on NASDAQ.

He is a member of the board of directors of Commercial Vehicle Group, Inc., a supplier of seating systems, warehouse automation subsystems, wire harnesses, plastic parts, and mechanical assemblies, which is traded publicly on NASDAQ.

Mike Brown, Executive Vice President, Wood Products

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Nick Stokes, Executive Vice President, Building Materials Distribution

Stokes became our executive vice president, Building Materials Distribution, in March 2014.

Stokes, our executive vice president, Building Materials Distribution, has elected to retire from the company effective March 12, 2021.

He was elected to the position in March 2014.

His previous positions with the company include:

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Stokes received a bachelor's degree in Management and a bachelor's degree in Marketing from the University of Utah, Salt Lake City, UT.

Jill Twedt, Senior Vice President, General Counsel and Secretary

Twedt was elected senior vice president, general counsel, and secretary in October 2020.

Her previous positions include:

• Vice President, General Counsel, and Secretary, January 2019 - October 2020

• Vice President, Legal and Secretary, August 2017 - January 2019

• Associate General Counsel, July 2007 - August 2017

Twedt received a bachelor's degree in Political Science from the College of Idaho, Caldwell, ID and a law degree from the University of Idaho, Moscow, ID.

Kelly Hibbs, Vice President and Controller

Hibbs became our vice president and controller in February 2011.

His previous positions with the company include:

• Director of Strategic Planning and Internal Audit, February 2008 - February 2011

Hibbs received a bachelor's degree in Accounting from Boise State University, Boise, ID.

He is a certified public accountant.

Erin Nuxoll, Senior Vice President, Human Resources

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master's degree in Organizational Leadership from Gonzaga University, Spokane, WA.

Jill Twedt, Vice President, General Counsel and Secretary

Twedt was elected vice president, general counsel, and secretary in January 2019.

Her previous positions include:

Vice President, Legal and Secretary, August 2017 - January 2019

Associate General Counsel, July 2007 - August 2017

Twedt received a bachelor's degree in Political Science from the College of Idaho, Caldwell, ID and a law degree from the University of Idaho, Moscow, ID.

Kelly Hibbs, Vice President and Controller

Hibbs became our vice president and controller in February 2011.

His previous positions with the company include:

Director of Strategic Planning and Internal Audit, February 2008 - February 2011

Hibbs received a bachelor's degree in Accounting from Boise State University, Boise, ID.

He is a certified public accountant.

Rich Viola, Senior Vice President of Sales and Marketing, Building Materials Distribution

32 unchanged sentences

Jeff Strom, Vice President, General Manager Eastern Operations, Building Materials Distribution

Strom became our vice president and general manager of eastern operations, Building Materials Distribution, in January 2020.

Strom will become Executive Vice President, Building Materials Distribution, effective March 12, 2021.

He is currently our vice president and general manager of eastern operations, Building Materials Distribution, to which position he was elected in January 2020.

His previous positions with the company include:

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business