Craig Steinke
Builders FirstSourceAbout Craig A. Steinke
Independent director of Builders FirstSource since 2006; age 68. Chair of the Nominating & Corporate Governance Committee and member of the Audit Committee. Former CEO and current Executive Chairman in industrial services with CPA background; brings operating, manufacturing, finance, marketing, and M&A expertise to BLDR’s board.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Service Logic LLC | Executive Chairman; former Chief Executive Officer | 2013 – Present | National energy management/HVAC services leadership; operating and M&A experience |
| Sterling Investment Partners | Operating Partner | 2008 – 2017 | Private equity operating oversight; portfolio optimization |
| Lazer Spot Inc. | Director and Operating Adviser | 2010 – 2015 | Logistics support for Fortune 500; operational efficiency |
| GPX International Tire Corporation | President & Chief Executive Officer | 2007 – 2013 | Industrial/off-road tire manufacturing and distribution leadership |
| Eagle Family Foods, Inc. | President & Chief Executive Officer | 2001 – 2007 | Consumer products; private equity-backed execution |
External Roles
- No current public company directorships disclosed for Mr. Steinke in BLDR’s proxy.
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance; Member, Audit; both committees composed solely of independent directors.
- Audit Committee financial expert designation: Board designated the Audit Chair and all Audit members, including Craig Steinke, as “financial experts.”
- Attendance: 2024 committee attendance 100% (committee-level); Board met 9 times and all incumbent directors attended at least 75% of combined Board/committee meetings.
- Independence: Board determined Steinke is independent under NYSE and SEC standards; independent directors meet in executive session.
| Committee | Role | 2024 Meetings | Attendance |
|---|---|---|---|
| Audit | Member | 4 | 100% (committee-level) |
| Nominating & Corporate Governance | Chair | 5 | 100% (committee-level) |
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | $144,741 | Includes value of stock received in lieu of cash retainers, per policy election |
| Stock Awards (RSUs, 2024 grant-date fair value) | $174,945 | Annual director RSU grant program |
| Total (2024) | $319,686 | Sum of fee-equivalents and RSU grant |
Director Compensation Program (structure)
- Annual cash retainer: $120,000; Committee chair/member fees: Audit ($30,000/$5,000), Compensation ($20,000/$5,000), Nominating & Corporate Governance ($20,000/$5,000), Technology ($20,000/$5,000).
- Annual equity: RSUs with $175,000 target value; directors may elect to receive retainers in fully vested stock each quarter.
- Many directors, including Steinke, elected to take cash retainers and committee fees in stock in 2024.
Performance Compensation
| Equity Instrument | Annual Value/Grant | Vesting | Performance Link |
|---|---|---|---|
| RSUs (Directors) | $175,000 target divided by FMV on grant date | Vest in full on earlier of first anniversary or cessation due to death, disability, or retirement | None; time-based only (no PSUs/options for directors disclosed) |
| Stock-in-lieu of cash | Quarterly fully vested shares equal to cash retainer amount | Immediate vesting; quarterly issuance | None; election mechanism |
As of 12/31/2024, Steinke held 1,194 shares underlying director RSUs.
Other Directorships & Interlocks
- BLDR disclosed prior board service by certain BLDR directors on supplier PGT Innovations; those directors resigned upon MITER Brands’ acquisition in March 2024. No Steinke-specific related-party board tie is identified.
- Corporate governance guidelines limit overboarding: directors ≤4 public boards (including BLDR); audit committee members ≤3 audit committees.
Expertise & Qualifications
- CEO/executive leadership across industrial services, manufacturing, and consumer products; CPA experience adds accounting rigor to audit oversight.
- Skills: Building materials industry exposure, operational responsibility, manufacturing, finance, marketing, business development, M&A.
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % Outstanding | RSUs Held (Shares) |
|---|---|---|---|
| Craig A. Steinke | 95,995 | <1% | 1,194 (as of 12/31/2024) |
Ownership alignment and policies
- Stock ownership guidelines: Directors required to hold 5× annual cash retainer; unvested RSUs count; all directors either compliant or within grace period as of Oct-2024 review.
- Anti-hedging/anti-pledging: Prohibits hedging and pledging without prior written approval of General Counsel.
- Insider trading policy and governance codes in place; related-party transactions overseen by Audit Committee per policy.
Governance Assessment
- Board effectiveness: Steinke chairs the Nominating & Corporate Governance Committee, directly shaping board composition, evaluation, and governance policies; 100% committee attendance supports strong engagement.
- Financial oversight: Audit Committee membership with “financial expert” designation enhances credibility of financial reporting and controls oversight.
- Alignment: Elected to take cash retainers in stock; meaningful beneficial ownership plus RSU holdings and firm ownership guidelines reinforce investor alignment.
- Independence and conflicts: Affirmed independent; no Steinke-specific related-party transactions disclosed; prior supplier board interlocks addressed at board level in 2024.
RED FLAGS
- None identified specific to Steinke in the latest proxy: no pledging disclosures, no related-party transactions, no attendance shortfalls. Continued monitoring of any future interlocks or policy waivers remains prudent.