8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): October 15, 2014

Beacon Roofing Supply, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

000-50924	36-4173371
(Commission	(IRS Employer
File Number)	Identification No.)

505 Huntmar Park Drive, Suite 300, Herndon, VA	20170
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (571) 323-3939

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02            Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 15, 2014, the Board of Directors (the “Board”) of Beacon Roofing Supply, Inc. (the “Company”) voted to increase the size of the Board from eight members to nine members. To fill the vacancy created by this increase, the Board, upon the recommendation of its Nominating and Corporate Governance Committee, appointed Douglas L. Young as a new director to serve until the 2015 annual meeting of stockholders of the Company.

It is expected that Mr. Young will be compensated for his services (pro-rated for 2014) in accordance with the Company’s compensation program for non-employee directors set forth on page 37 of the Company’s 2014 proxy statement, including participating in the Company’s 2014 Stock Plan, under which he is expected to receive a pro-rated annual award of restricted stock units.

A copy of the press release announcing the appointment of Mr. Young is attached hereto as Exhibit 99.1. 

Item 9.01            Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are furnished herewith:

99.1 Press release dated October 15, 2014, announcing the election of Douglas L. Young as a member of the Board of Directors of Beacon Roofing Supply, Inc.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		BEACON ROOFING SUPPLY, INC.
Date:	October 15, 2014	By:	/s/ Joseph M. Nowicki
			Joseph M. Nowicki
			Executive Vice President and CFO

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release dated October 15, 2014, announcing the election of Douglas Young as a member of the Board of Directors of Beacon Roofing Supply, Inc.

EX-99.1

Exhibit 99.1

 

Beacon Roofing Supply Adds Douglas L. Young to its Board of Directors

HERNDON, Va. — (BUSINESS WIRE) — October 15, 2014 — Beacon Roofing Supply, Inc. (the “Company”) (NASDAQ: BECN) announced today that it has added Douglas L. Young to its Board of Directors, effective immediately.

Mr. Young is Executive Vice President of Lennox International, Inc. (NYSE: LII), a global leader in the climate control industry. Mr. Young joined Lennox in 1999 and since 2006, has served as the President and Chief Operating Officer of Lennox’s Residential Heating and Cooling division, which had 2013 revenue of $1.6 billion. Prior to his tenure at Lennox, Mr. Young spent 14 years at General Electric, where he held several operational, marketing, sales and product management positions in GE’s consumer appliance division.

“We are very pleased to welcome Doug to our Board of Directors,” said Robert R. Buck, Beacon's Chairman. “His broad executive and operational experience, particularly his current leadership role at a public company as well regarded as Lennox, will be extremely valuable for Beacon as we move forward with our planned continued growth.” Mr. Young added: “I am excited about joining Beacon's Board of Directors. Beacon’s growth and performance in the 10 years since its IPO has been impressive and I look forward to working with management and the other Board members to continue to build value for our shareholders, customers and employees.”

About Beacon Roofing Supply

Beacon Roofing Supply, Inc. is a leading distributor of residential and commercial roofing materials and complementary building products, with sales for the Company’s 2013 fiscal year exceeding $2.2 billion. As of June 30, 2014, Beacon operated 254 branches in 40 states in the United States and six provinces in Canada. To learn more about Beacon and its family of regional brands, please visit www.becn.com.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding Beacon Roofing Supply Inc.'s business which are not historical facts are “forward-looking statements” that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company's Annual Report on Form 10-K for the most recently ended fiscal year.

BECN-F

Beacon Roofing Supply, Inc.
Joseph Nowicki, 571-323-3940
Executive Vice President & Chief Financial Officer
JNowicki@becn.com

Source: Beacon Roofing Supply, Inc.

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