Name | Relationship | Address | Signature | Signature date | CIK |
---|---|---|---|---|---|
DEAKIN SCOTT M | SVP, Chief Financial Officer | GMS INC., 115 PERIMETER CENTER PLACE, SUITE 600, ATLANTA | /s/ Craig D. Apolinsky, Attorney-in-Fact for Scott M. Deakin | 2025-09-08 | 0001399901 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | GMS | Common Stock | Disposition pursuant to a tender of shares in a change of control transaction | -$2.62M | -23.8K | -100% | $110.00 | 0 | Sep 4, 2025 | Direct | F1, F2, F3 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | GMS | Restricted Stock Units | Disposed to Issuer | $0 | -1.67K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 1.67K | Direct | F4, F5 | |
transaction | GMS | Restricted Stock Units | Disposed to Issuer | $0 | -2.97K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 2.97K | Direct | F4, F5 | |
transaction | GMS | Restricted Stock Units | Disposed to Issuer | $0 | -8.26K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 8.26K | Direct | F4, F5 | |
transaction | GMS | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -7.43K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 7.43K | $30.10 | Direct | F6 |
transaction | GMS | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -27K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 27K | $23.43 | Direct | F6 |
transaction | GMS | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -18.5K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 18.5K | $49.13 | Direct | F6 |
transaction | GMS | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -19.7K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 19.7K | $53.82 | Direct | F6 |
transaction | GMS | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -11.2K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 11.2K | $74.80 | Direct | F6 |
transaction | GMS | Stock Option (Right to Buy) | Disposed to Issuer | $0 | -10.3K | -100% | $0.00 | 0 | Sep 4, 2025 | Common Stock | 10.3K | $92.63 | Direct | F6 |
Scott M. Deakin is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
Id | Content |
---|---|
F1 | Pursuant to the terms of the Agreement and Plan of Merger dated June 29, 2025 (the "Merger Agreement"), among The Home Depot, Inc. ("Parent"), Gold Acquisition Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub") and GMS Inc. (the "Issuer"), on September 4, 2025, Merger Sub completed a cash tender offer for shares of common stock of the Issuer and thereafter merged with and into the Issuer (the "Merger"). |
F2 | Represents shares of Issuer common stock that were tendered in the tender offer at a price of $110.00 per share in cash. |
F3 | Includes 35 shares acquired by the Reporting Person on August 21, 2025 pursuant to the GMS Inc. Employee Stock Purchase Plan. |
F4 | Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. |
F5 | Immediately prior to the effective time of the Merger, each outstanding Issuer restricted stock unit, other than a Rollover RSU (as defined in the Merger Agreement), whether vested or unvested, was cancelled and converted into the right to receive $110.00 in cash less applicable tax withholding. |
F6 | Immediately prior to the effective time of the merger, each outstanding Issuer stock option, whether vested or unvested, was cancelled and converted into the right to receive $110.00 less the applicable exercise price per Share in cash less applicable tax withholding. |