Jeff Strom
BOISE CASCADEAbout Jeff Strom
Jeff Strom, 57, is Chief Operating Officer of Boise Cascade (appointed January 2025). He previously served as EVP, Building Materials Distribution (BMD) from March 2021 to January 2025 and has been with the company since 2008; he holds a bachelor’s in Management from the Georgia Institute of Technology . Company performance context during his senior leadership tenure: BMD segment sales were $7.17B (2021), $7.64B (2022), $6.18B (2023), and $6.17B (2024), with segment EBITDA of $505.1M, $654.1M, $368.2M, and $352.9M, respectively . Total shareholder return (value of a $100 investment) reached $447.36 by year-end 2024; Company EBITDA for 2024 was $632.8M (non‑GAAP, as used in pay-versus-performance) .
Past Roles
| Organization | Role | Years | Strategic scope/notes |
|---|---|---|---|
| Boise Cascade – Corporate | Chief Operating Officer | Jan 2025–present | Oversees Wood Products and BMD segments . |
| Boise Cascade – BMD | Executive Vice President, BMD | Mar 2021–Jan 2025 | Senior leadership of nationwide distribution network . |
| Boise Cascade – BMD | VP & GM, Eastern Operations | Jan 2020–Mar 2021 | Regional leadership . |
| Boise Cascade – BMD | General Manager, Eastern Region | May 2019–Jan 2020 | Regional management . |
| Boise Cascade – BMD | Region Manager | Nov 2015–May 2019 | Regional management . |
| Boise Cascade – BMD | Branch Manager | Sep 2008–Nov 2015 | Branch leadership . |
External Roles
No external public company directorships disclosed .
Fixed Compensation
| Component | 2023 (as of Nov 2023) | 2024 (as of Nov 2024) | Notes |
|---|---|---|---|
| Base Salary | $556,800 | $580,000 | 4.17% increase in Nov 2024 . |
| STIP Target (% of earnings) | 80% | 80% | BMD role target weight remains 80% . |
| 2024 Actual STIP Payout | — | $470,335 | Paid Feb 2025, based on 2024 performance . |
Performance Compensation
2024 Short-Term Incentive Plan (STIP) – Metrics and Outcome
| Metric | Weight | Threshold | Target | Maximum | Actual | Payout Multiplier |
|---|---|---|---|---|---|---|
| Corporate Adjusted EBITDA ($mm) | 25.0% | 250 | 670 | 990 | 633 | 0.93 . |
| BMD EBITDA ($mm) | 37.5% | 145 | 335 | 490 | 353 | 1.15 . |
| BMD PRONWC (%) | 37.5% | 30.0% | 55.0% | 80.0% | 55.7% | 1.04 . |
| Weighted result for Strom (BMD role) | — | — | — | — | — | 1.05 . |
Quote: PRONWC = BMD net operating income ÷ average net working capital (13‑month average) .
2024 Long-Term Incentive Plan (LTIP) – Grants and Design
| Grant (3/1/2024) | Quantity | Grant-date FV ($) | Vesting | Performance Metric |
|---|---|---|---|---|
| RSUs | 3,629 | 500,040 | 1/3 on 3/1 of 2025, 2026, 2027 | Time-based . |
| PSUs (target) | 3,629 | 500,040 | Cliff vest/distribute 3/1/2027 | 3-yr ROIC avg; threshold 7.5%, target 12.5%, max 24.0%; 0–200% payout; measured 2024–2026 with interpolation . |
Notes:
- 2024 PSUs moved from 1-year to 3-year performance periods in response to shareholder feedback, aligning with long-term value creation .
- Company clawbacks apply to time- and performance-based awards (omnibus plan clawback; misconduct policy; Rule 10D‑1 policy) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 18,065 shares directly/indirectly owned as of Mar 5, 2025 (less than 1% of class) . |
| Unvested RSUs (12/31/2024) | 3,629 (2024 award); 4,230 (2023); 1,774 (2022) . |
| Unearned PSUs (12/31/2024) | 6,532 (2024 max-based presentation); 12,692 (2023 actual 2.0x award outstanding); 8,092 (2022 actual 1.52x award outstanding; vested 3/1/2025) . |
| Ownership Guidelines | Officers: 2x base salary for EVPs/SVPs; compliance within 5 years; NEOs met or on track . |
| Hedging/Pledging | Prohibited for directors, officers, employees, consultants (anti-hedging, anti-pledging policy) . |
Vesting cadence and potential selling pressure windows:
- RSUs: remaining tranches on 3/1/2026 and 3/1/2027 (subject to blackout windows) .
- PSUs: 2023 cycle vests 3/1/2026; 2024 cycle vests 3/1/2027; earned shares depend on ROIC outcomes .
Employment Terms
| Provision | Terms (executive severance agreements) |
|---|---|
| Employment contracts | No employment agreements other than severance; executive severance agreements auto-renew annually absent notice . |
| Severance – Qualified Termination (good reason/without cause) | 2x base salary + 2x target STIP; 18 months of company-paid premiums for health, life, disability, accident; pro-rata current-year STIP at actual . |
| Jeff Strom – Illustrative amounts | Base salary $1,160,000 (2x); target STIP $928,000 (2x); benefits $33,735 (18 months). Total cash/benefit: $2,121,735 excluding equity . |
| Change-in-Control (double trigger) | If awards assumed: acceleration upon qualifying termination within 24 months (options/SARs fully exercisable; time-based RSUs vest; performance awards vest at greater of actual-to-date or target) . If not assumed: immediate vesting at change-in-control on same basis . |
| Jeff Strom – CIC equity value (illustrative) | Equity acceleration value estimate: $4,046,708 (if not assumed; unearned 2024 PSUs modeled at 1.0x for CIC table) . |
| Death/Disability | Time-based equity vests in full; PSUs vest based on actual/assumed performance; Strom equity value estimate $4,391,758 (includes 2024 PSUs modeled at 1.8x per disclosure assumptions) . |
| Clawbacks | Omnibus plan clawback, Misconduct Clawback Policy, and SEC Rule 10D‑1 policy apply; 3-year lookback for applicable awards . |
| Non-compete / Non-solicit | Agreements include confidentiality, non‑solicit, non‑disparagement tied to severance consideration . |
Performance & Track Record
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| BMD Segment Sales ($mm) | $7,174.3 | $7,643.6 | $6,178.7 | $6,166.5 . |
| BMD Segment EBITDA ($mm) | $505.1 | $654.1 | $368.2 | $352.9 . |
| Company TSR – $100 Basis (end-year) | $222.15 | $225.54 | $466.08 | $447.36 . |
| Company EBITDA (non‑GAAP) ($000s) | $1,052,470 | $1,257,564 | $756,697 | $632,838 . |
Notes:
- 2024 BMD sales were stable year over year, with modest EBITDA compression versus 2023 as mix continued to shift toward higher‑margin general line and EWP (42.4% and 21.8% of BMD sales in 2024, respectively) .
- Company highlights included continued capital investments and distribution expansion; BMD executed acquisitions in Boise, ID and Lakeland, FL (doors/millwork) in 2024 .
Compensation Structure Analysis
- Mix and risk: For 2024, Strom’s pay includes fixed salary and significant at‑risk incentives: annual cash (EBITDA and PRONWC-based) and equity (50% RSUs/50% PSUs). PSUs use 3‑year ROIC, improving alignment with long‑term returns and capital stewardship versus prior 1‑year PSU design .
- Metric rigor and outcomes: 2024 BMD performance exceeded targets on BMD EBITDA and PRONWC (multipliers 1.15 and 1.04), while corporate EBITDA landed slightly below target (0.93), yielding a 1.05 overall STIP factor for Strom .
- Governance: Multi-policy clawbacks; anti-hedging/pledging; ongoing shareholder support for Say-on-Pay averaged ~97% over 2020–2024 .
Equity Ownership & Alignment Assessment
- Skin-in-the-game: 18,065 shares owned plus material unvested RSUs/PSUs; subject to stock ownership guidelines (2x salary for EVP/SVP), with NEOs met/on track .
- Pledging/Hedging: Prohibited, reducing misalignment and margin-call risk .
- Upcoming vesting: RSU tranches (2026, 2027) and PSU cliffs (2026, 2027) can create event-driven liquidity windows but also reinforce retention .
Employment Terms
- Retention economics: Double-trigger CIC with full vesting at target-or-actual for performance awards; severance at 2x salary+bonus target supports retention but may be a recruiting benchmark risk if market multiples move higher .
- No employment contract: Mobility risk mitigated by equity and severance designs; post-termination covenants apply .
Investment Implications
- Alignment: Three-year ROIC PSUs and anti-hedging/pledging policies indicate strong shareholder alignment and emphasis on capital discipline, especially relevant to BMD’s working capital intensity and capital allocation to growth projects .
- Near-term selling/vesting dynamics: Watch March vesting cycles (RSUs 2026–27; PSUs 2026–27) for potential, albeit policy‑bounded, selling pressure; monitor Form 4s around open windows for signals on confidence/needs .
- Retention risk: While there is no fixed-term employment agreement, double‑trigger CIC and 2x cash severance plus substantial unvested equity reduce flight risk; however, rising peer multiples or leadership demand in distribution could test retention—especially given Strom’s broad operating remit as COO .
- Performance lens: STIP/PRONWC and ROIC metrics target profitable growth and balance‑sheet discipline; 2024 delivery above target at BMD-specific levels supports the incentive design credibility, with company TSR remaining structurally strong on a multi‑year basis despite cyclical EBITDA normalization .