BOISE CASCADE Co 8-K, filed Oct 30, 2025
BOISE CASCADE Co (BCC)
8-K
2025-10-30
For: 2025-10-30
View Original
Added on
April 04, 2026
About this 8-K
BOISE CASCADE Co filed this 8-K on October 30, 2025.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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 30, 2025
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(208 ) 384-6161
(Registrant’s telephone number, including area code)
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)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure.
On October 30, 2025, Boise Cascade Company ("Boise Cascade" or the "Company") issued a press release announcing that its board of directors had declared a quarterly dividend of $0.22 per share to holders of its common stock, payable on December 17, 2025 to stockholders of record on December 1, 2025. The press release is furnished hereto as Exhibit 99.1 and incorporated by reference into this Item 7.01.
The information in this Item 7.01 of Form 8-K, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 8.01 Other Events.
On October 30, 2025, the Company issued a press release announcing that its board of directors authorized a new share repurchase program of up to $300 million of the Company's common stock. This replaces the prior share repurchase authorization. From January 1, 2025 to October 30, 2025, the Company repurchased 1.25 million shares of its common stock at a cost of approximately $120 million. The press release is furnished hereto as Exhibit 99.1 and incorporated by reference into this Item 8.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished as part of this Current Report on Form 8-K:
| Exhibit No. | Description of Exhibit | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document). | ||||
SIGNATURE
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.
BOISE CASCADE COMPANY | ||||||||
By | /s/ Jill Twedt | |||||||
| Jill Twedt Senior Vice President, General Counsel & Corporate Secretary | ||||||||
Date: October 30, 2025 | ||||||||
Exhibit 99.1
Boise Cascade Company | |||||
1111 West Jefferson Street, Suite 300 | |||||
Boise, ID 83702 | |||||
News Release |  | ||||
Investor Relations Contact Chris Forrey investor@bc.com | Media Contact Amy Evans mediarelations@bc.com | |||||||
For Immediate Release: October 30, 2025
Boise Cascade Company Announces Quarterly Dividend of $0.22 Per Share and Share Repurchase Authorization
BOISE, Idaho - Boise Cascade Company’s (Boise Cascade or the Company) (NYSE: BCC) Board of Directors declared a quarterly dividend of $0.22 per share to holders of its common stock. The dividend will be paid on December 17, 2025 to stockholders of record on December 1, 2025.
Future dividend declarations, including amount per share, record date and payment date, will be made by the board of directors and will depend upon, among other things, legal capital requirements and surplus, the Company’s future operations and earnings, general financial condition, material cash requirements, restrictions imposed by our revolving credit facility and the indenture governing our senior notes, applicable laws, and other factors as the board of directors may deem relevant.
The board of directors also authorized the repurchase of up to $300 million of our common stock under a new share repurchase program. This replaces our prior share repurchase authorization. From January 1, 2025 to October 30, 2025, the Company repurchased 1.25 million shares of our common stock at a cost of approximately $120 million.
Share repurchases may be made on an opportunistic basis, through open market transactions, privately negotiated transactions, or by other means in accordance with applicable federal securities laws. We are not obligated to purchase any shares and there is no set date that the program will expire. Our board of directors may increase or decrease the amount authorized or terminate the share repurchase program in its discretion at any time.
About Boise Cascade
Boise Cascade is one of the largest producers of engineered wood products and plywood in North America and a leading U.S. wholesale distributor of building products. For more information, please visit our website at www.bc.com.
Forward-Looking Statements
This press release contains statements concerning future events and expectations, including, without limitation, statements relating to the amount, timing and occurrence of future dividends. These statements constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions, or future events or performance, often, but not always, through the use of words or phrases such as "anticipates," "believes," "could," "estimates," "expects," "intends," “outlook,” "potential," "plans," "predicts," "preliminary," "projects," "targets," "may," "may result," or similar expressions, are not statements of historical facts and may be forward-looking. Forward-
looking statements are not guarantees of future performance, involve estimates, assumptions, risks, and uncertainties, and may differ materially from actual results, performance, or outcomes. Factors that could cause actual results or outcomes to differ materially from those contained in forward-looking statements include: the commodity nature of a portion of our products and their price movements, which are driven largely by general economic conditions, industry capacity and operating rates, industry cycles that affect supply and demand, and net import and export activity; the highly competitive nature of our industry; declines in demand for our products due to competing technologies or materials, as well as changes in building code provisions; and other factors set forth in Boise Cascade's most recent Annual Report on Form 10-K.
It is not possible to predict or identify all risks and uncertainties that might affect the accuracy of our forward-looking statements and, consequently, our descriptions of such risks and uncertainties should not be considered exhaustive. There is no guarantee that any of the events anticipated by these forward-looking statements will occur, and if any of the events do occur, there is no guarantee what effect they will have on the company's business, results of operations, cash flows, financial condition and future prospects. Forward-looking statements speak only as of the date they are made, and, except as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events, or otherwise.