Paul Vaughn
Builders FirstSourceAbout Paul Vaughn
Paul Vaughn is President – Central Division at Builders FirstSource, appointed in November 2024; he is 56 and has over 25 years of experience in the building materials industry, previously serving as Senior Vice President of Sales & Operations for the South Central Region (2009–2024) and Senior Vice President of Finance for the South Central & Southeast Regions (1999–2009) . He holds a bachelor's degree in Accounting from Oklahoma State University, previously held a CPA license, worked as a senior auditor at PwC, and served as corporate assistant controller at Gemstar‑TV Guide . Company performance context during the latest year includes Adjusted EBITDA of $2.33B, Working Capital as a Percentage of Sales of 9.0%, ROIC of 20.7% for 2024, and a three-year TSR of 66.8% that ranked top quartile versus the Dow Jones U.S. Construction & Materials Index; BLDR repurchased ~$1.5B of stock in 2024 and ~46% of outstanding shares since August 2021 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Builders FirstSource | President – Central Division | Nov 2024 – present | Leads Central Division operations |
| Builders FirstSource | SVP, Sales & Operations – South Central Region | 2009 – 2024 | Regional sales and operations leadership |
| Builders FirstSource | SVP, Finance – South Central & Southeast Regions | 1999 – 2009 | Regional finance leadership |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Gemstar‑TV Guide | Corporate Assistant Controller | Prior to 1999 (not disclosed) | Corporate accounting leadership |
| PwC | Senior Auditor | Prior to 1999 (not disclosed) | Public audit and CPA experience |
Fixed Compensation
- Paul Vaughn was not a named executive officer (NEO) in 2024; base salary, target bonus, and actual bonus amounts for him are not disclosed in the latest proxy’s Summary Compensation Table, which covers NEOs only .
Performance Compensation
BLDR’s executive incentive design emphasizes pay for performance through an annual Corporate Incentive Plan and multi-year equity awards.
- Annual Corporate Incentive Plan metrics and 2024 outcomes (NEO program design; divisional presidents may have division-linked components as shown for West Division in 2024):
| Metric | Weighting | Threshold | Target | Maximum | 2024 Achievement | Payout (% of Total Target) |
|---|---|---|---|---|---|---|
| Corporate Adjusted EBITDA | 70% | $2.24B | $2.80B | ≥$3.36B | $2.33B | 28.7% for corporate NEOs; 31.6% for West Division NEO due to blended corporate/divisional weighting |
| Working Capital as % of Sales | 15% | 10.2% | 9.5% | ≤6.8% | 9.0% | 19.2% |
| Safety (Recordable Injury Rate) | 5% | 1.54 | 1.39 | 1.24 | 1.39 | 5.1% for corporate NEOs; 0% for West Division NEO (division below threshold) |
| Safety Training Completion | 5% | 85% | 90% | 100% | 99.9% | 10% |
| Respectful & Inclusive Culture (RIC) Training Completion | 5% | 85% | 90% | 100% | 99.9% | 10% |
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Long-term equity awards (company program design): RSUs vest in equal annual installments over three years; PSUs vest at the end of a three-year period based on annual and three-year ROIC targets, with a +/-10% TSR modifier versus the Dow Jones U.S. Construction & Materials Index; equity grants are generally approved in the first quarter each year .
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PSU vesting precedent: The 2022 PSU cohort paid out 184.8% of target based on ROIC achievement (168%) and a positive TSR modifier driven by a 66.8% three-year TSR, ranking sixth within the peer group (top quartile) .
Note: Paul Vaughn’s specific annual incentive targets, divisional weightings, and individual equity grant values are not disclosed in the proxy; the tables above reflect company program structures and 2024 outcomes for NEOs .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (Form 3) | 22,740 common shares; reporting as President – Central Division; event date 11/19/2024 |
| Shares outstanding (record date) | 113,742,815 common shares (3/28/2025) |
| Ownership as % of shares outstanding | ~0.02% (22,740 ÷ 113,742,815) |
| Stock ownership guidelines | Executives must hold stock equal to 3x annual base salary; must retain 50% of net shares until requirements met; all directors and executive officers were either compliant or in grace period in Oct 2024 |
| Anti-hedging/anti-pledging policy | Hedging and pledging of company stock are prohibited without prior written approval of the General Counsel; short sales and margin holdings restricted |
| Clawback policy | Dodd-Frank/NYSE-compliant recoupment policy effective Dec 1, 2023; recover overpaid performance-based incentives for the three completed fiscal years preceding any restatement |
Employment Terms
| Provision | Terms |
|---|---|
| Severance plan (adopted Feb 2023) | Executives designated into tiers; Regular Severance Benefits for termination without cause/for good reason outside change-in-control window include: pro-rata annual bonus (actual results), 2.0x base+target bonus (Tier I) or 1.5x (Tier II), and continued health benefit cost coverage for 24 months (Tier I) or 18 months (Tier II); equity awards partially pro-rata vest based on next vesting date and actual performance; restrictive covenants required |
| Change-in-control (CIC) severance | CIC window: 3 months before to 24 months after a CIC; lump-sum pro-rata target bonus; 2.5x base+target bonus (Tier I) or 2.0x (Tier II); health benefit coverage for 30 months (Tier I) or 24 months (Tier II); PSUs earn at greater of target or actual through termination for in-process periods, target for not-yet-started periods |
| Non-compete and non-solicit | Duration post-termination: 24 months (Tier I) or 18 months (Tier II), subject to state law limitations |
| Equity acceleration (death/disability/CIC) | Unvested RSUs accelerate on death/disability; unvested PSUs vest on the stated vesting date as if continuously employed; award agreements provide for acceleration of all unvested RSUs and PSUs upon a change in control |
| Employment agreements | Executives are covered by the Severance Plan rather than individual employment agreements (Dave Rush waived Severance Plan upon retirement) |
Note: The proxy explicitly designates certain NEOs’ tiers under the Severance Plan; Paul Vaughn’s tier designation is not disclosed .
Investment Implications
- Alignment: Vaughn’s direct beneficial ownership is modest (~0.02%), but alignment is reinforced by stringent stock ownership guidelines (3x salary requirement and 50% net-share retention) and multi-year RSU/PSU structures tied to ROIC and relative TSR .
- Retention risk: Non-compete/non-solicit durations (18–24 months) and CIC/regular severance economics suggest balanced retention protections without tax gross-ups; clawback policy further strengthens governance .
- Trading signals: Equity grant approvals generally occur in Q1, with RSUs vesting annually and PSUs at year 3—monitor Q1 grant cycles and vesting windows; company insider policies restrict hedging/pledging, which mitigates forced-sale risk .
- Performance linkage: Company incentives emphasize Adjusted EBITDA, working capital efficiency, safety/engagement, and multi-year ROIC with TSR modifier, supporting pay-for-performance alignment; say-on-pay support was ~95% in 2024, indicating investor endorsement of the compensation framework .