LAWS / Lawson Products, Inc. - SEC फाइलिंग, वार्षिक रिपोर्ट, प्रॉक्सी स्टेटमेंट

लॉसन प्रोडक्ट्स, इंक.
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LEI 549300H1YXSE5TXMGL51
CIK 703604
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Lawson Products, Inc.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
July 31, 2025 EX-99.1

Distribution Solutions Group Announces 2025 Second Quarter Results Strong 14.3% Revenue Growth Drives Improved Operating Income, Cash Flows and Sequential Margins

Distribution Solutions Group Announces 2025 Second Quarter Results Strong 14.3% Revenue Growth Drives Improved Operating Income, Cash Flows and Sequential Margins FORT WORTH, TEXAS, July 31, 2025 - Distribution Solutions Group, Inc. (NASDAQ:DSGR) ("DSG" or the "Company"), a premier specialty distribution company, today announced consolidated results for the second quarter ended June 30, 2025. This

July 31, 2025 8-K

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): July 31, 2025 DISTRIBUTION SOLUTI

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): July 31, 2025 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Com

July 31, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTION

July 2, 2025 EX-99.1

Distribution Solutions Group appoints Barry Litwin, former CEO of Global Industrial, as CEO of TestEquity Group

Exhibit 99.1 Distribution Solutions Group appoints Barry Litwin, former CEO of Global Industrial, as CEO of TestEquity Group FORT WORTH, TEXAS, June 30, 2025 - Distribution Solutions Group, Inc. (NASDAQ: DSGR) (“DSG” or the “Company”), a premier specialty distribution company, announced today that Mr. Barry Litwin has been appointed as the Chief Executive Officer of TestEquity, effective July 14,

July 2, 2025 EX-10.1

Employment Agreement, dated June 26, 2025, between TestEquity LLC and Barry Litwin.

Exhibit 10.1 Execution Version EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of June 26th, 2025 by and between TestEquity LLC, a Delaware limited liability company (the “Company”) and Barry Litwin (“Executive”). WHEREAS, the Company wishes to hire Executive as the Chief Executive Officer of the Company and Executive wishes to accept this position. NOW, THEREF

July 2, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): June 26, 2025 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 000-10546 36-2229304 (State or other jurisdiction of incorporation) (C

May 27, 2025 8-K

Submission of Matters to a Vote of Security Holders

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): May 27, 2025 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Comm

May 1, 2025 EX-10.3

Amended and Restated Employment Agreement dated as of August 3, 2018 by and between Russ Frazee and Test Equity, LLC, a Delaware corporation.

EXHIBIT 10.3

May 1, 2025 EX-10.2

Executive Employment Agreement dated as of December 30, 2019 by and between Robert Connors and 301 HW Opus HoldCo, LLC, a Delaware corporation.

EX-10.2 2 a2025q1ex102employmentagre.htm EX-10.2 EXHIBIT 10.2 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of December 30, 2019, by and between 301 HW Opus HoldCo, LLC, a Delaware limited liability company (together with any successor thereto, the “Company”), and Robert Connors (the “Executive”). RECITALS A.The Company is, concur

May 1, 2025 EX-99.1

Distribution Solutions Group Announces 2025 First Quarter Results First Quarter Revenues Up 14.9%, Consolidated Organic Average Daily Sales Up 4.3%

Distribution Solutions Group Announces 2025 First Quarter Results First Quarter Revenues Up 14.

May 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTIO

May 1, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 1, 2025 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Commi

April 10, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Definitive

April 2, 2025 8-K

Entry into a Material Definitive Agreement

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): March 31, 2025 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 000-10546 36-2229304 (State or other jurisdiction of incorporation) (

April 2, 2025 EX-10.1

Fourth Amendment to Amended and Restated Credit Agreement, dated as of March 31, 2025, by and among Distribution Solutions Group, Inc., the subsidiaries of Distribution Solutions Group, Inc. party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent,

Exhibit 10.1 EXECUTION VERSION FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of March 31, 2025 by and among DISTRIBUTION SOLUTIONS GROUP, INC., a Delaware corporation (formerly known as Lawson Products, Inc., the “Company”), each other Borrower under the Existing Credit Agreement (as defined be

March 6, 2025 EX-21

Subsidiaries of the Company.

EXHIBIT 21 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation 301 HW Opus Holdings, Inc.

March 6, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 6, 2025 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Com

March 6, 2025 EX-19

Insider Trading Policy.

EXHIBIT 19 Distribution Solutions Group, Inc. Adopted as of June 1, 2022 Insider Trading Policy Objective This Insider Trading Policy is designed to help officers, employees and directors understand the nature and scope of the federal insider trading laws and the serious consequences of violating these laws. It also describes certain prohibited transactions in securities of Distribution Solutions

March 6, 2025 EX-4.1

Description of common stock

EXHIBIT 4.1 DESCRIPTION OF COMMON STOCK The following summary is a description of the material terms of the common stock ("common stock") of Distribution Solutions Group, Inc. (referred to herein as "we", "us" or "our"). This summary is not meant to be complete and is qualified by reference to the applicable provisions of the Delaware General Corporation Law ("DGCL") and our certificate of incorpo

March 6, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or o TRANSITION REPORT PUR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-10546 DISTRIBUTION SOL

March 6, 2025 EX-99.1

Distribution Solutions Group Announces 2024 Full Year and Fourth Quarter Results Full Year Revenue Up 14.9% to $1.80B; Fourth Quarter Organic Sales Growth Drives Strong Cash Flow

Distribution Solutions Group Announces 2024 Full Year and Fourth Quarter Results Full Year Revenue Up 14.

October 31, 2024 8-K

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 31, 2024 DISTRIBUTION SOL

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 31, 2024 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (

October 31, 2024 EX-99.1

Distribution Solutions Group Announces 2024 Third Quarter Results Sales and Profitability Growth with Value-Creating Strategic Initiatives

Distribution Solutions Group Announces 2024 Third Quarter Results Sales and Profitability Growth with Value-Creating Strategic Initiatives FORT WORTH, TEXAS, October 31, 2024 - Distribution Solutions Group, Inc.

October 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIB

August 16, 2024 8-K

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): August 16, 2024 (August 14, 2024)

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): August 16, 2024 (August 14, 2024) DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of inc

August 16, 2024 EX-99.1

Distribution Solutions Group Announces Closing of Source Atlantic Acquisition and Expansion of Its Credit Facility

Exhibit 99.1 Distribution Solutions Group Announces Closing of Source Atlantic Acquisition and Expansion of Its Credit Facility FORT WORTH, TEXAS, August 15, 2024 - Distribution Solutions Group, Inc. (NASDAQ: DSGR) (“DSG” or the “Company”), a premier specialty distribution company, today announced the closing on its previously announced agreement to acquire Source Atlantic Limited (“Source Atlanti

August 16, 2024 EX-10.1

Amended and Restated Credit Agreement, dated as of August 14, 2024, by and among Distribution Solutions Group, Inc., the subsidiaries of Distribution Solutions Group, Inc. party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent

Exhibit 10.1 THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of August 14, 2024 by and among DISTRIBUTION SOLUTIONS GROUP, INC., a Delaware corporation (formerly known as Lawson Products, Inc., the “Company”), each other Borrower under the Existing Credit Agreement, the other Loan Parties under the

August 1, 2024 EX-10.1

, by and among Distribution Solutions Group, Inc., the subsidiaries of Distribution Solutions Group, Inc. party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent

EXHIBIT A AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 1, 2022 (as amended by the First Amendment, dated as of June 8, 2023 and by the Second Amendment, dated as of June 13, 2024) among DISTRIBUTION SOLUTIONS GROUP, INC.

August 1, 2024 EX-99.1

Distribution Solutions Group Announces 2024 Second Quarter Results Quarterly Revenue Up 16.3%, Sequential Margin Growth and Strong Cash Flow

Distribution Solutions Group Announces 2024 Second Quarter Results Quarterly Revenue Up 16.

August 1, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 1, 2024 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Co

August 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTION

May 28, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 23, 2024 DISTRIBUTION SOLUTIONS GROUP, INC.

May 2, 2024 EX-99.2

NASDAQ: DSGR 2023 and 2022 Revised Presentations of Non-GAAP Adjusted Net Income and Non- GAAP Adjusted Diluted EPS by Quarter Safe Harbor Statement 2 Cautionary Note Regarding Forward-Looking Statements This presentation contains certain "forward-lo

NASDAQ: DSGR 2023 and 2022 Revised Presentations of Non-GAAP Adjusted Net Income and Non- GAAP Adjusted Diluted EPS by Quarter Safe Harbor Statement 2 Cautionary Note Regarding Forward-Looking Statements This presentation contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve risks and uncertainties.

May 2, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTIO

May 2, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 2, 2024 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Commi

May 2, 2024 EX-99.1

Distribution Solutions Group Announces 2024 First Quarter Results First Quarter Revenue Up 19.5% to $416 Million, with Sequential Margin Expansion Announced Acquisition of S&S Automotive in Collision Repair Industry

Distribution Solutions Group Announces 2024 First Quarter Results First Quarter Revenue Up 19.

April 29, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e

April 10, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 12, 2024 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 6, 2024 DISTRIBUTION SOLUTIONS GROUP, INC.

March 7, 2024 EX-97

Distribution Solutions Group, Inc. Incentive Based Compensation Recoupment Policy, dated as of November 28, 2023.

EXHIBIT 97 DISTRIBUTION SOLUTIONS GROUP, INC. INCENTIVE BASED COMPENSATION RECOUPMENT POLICY 1.Purpose. The purpose of the Distribution Solutions Group, Inc. Incentive Based Compensation Recoupment Policy (the “Policy”) is to set forth the circumstances in Distribution Solutions Group, Inc. (the “Company”) will recover the amount of Erroneously Awarded Compensation (as defined below) received by a

March 7, 2024 EX-10.09

Equity Compensation Plan, as amended on November 10, 2022

EXHIBIT 10.09 DISTRIBUTION SOLUTIONS GROUP, INC. AWARD AGREEMENT This award agreement (this “Agreement”) is entered into this August 22, 2023, by and between Distribution Solutions Group, Inc. (the “Company”) and Participant (the “Participant”). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the “Committee”) has selected the Participant to receive awards under the Di

March 7, 2024 EX-21

Subsidiaries of the Company.

EXHIBIT 21 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation 301 HW Opus Holdings, Inc.

March 7, 2024 EX-99.1

Distribution Solutions Group Announces 2023 Full Year and Fourth Quarter Results 2023 Revenue Grew to $1.6 Billion, Generating $102 Million of Operating Cash

Distribution Solutions Group Announces 2023 Full Year and Fourth Quarter Results 2023 Revenue Grew to $1.

March 7, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or o TRANSITION REPORT PUR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-10546 DISTRIBUTION SOL

March 7, 2024 EX-4.1

Description of common stock

EXHIBIT 4.1 DESCRIPTION OF COMMON STOCK The following summary is a description of the material terms of the common stock ("common stock") of Distribution Solutions Group, Inc. (referred to herein as "we", "us" or "our"). This summary is not meant to be complete and is qualified by reference to the applicable provisions of the Delaware General Corporation Law ("DGCL") and our certificate of incorpo

March 7, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 7, 2024 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Com

March 7, 2024 EX-10.10

, 2023 under the Distribution Solutions Group, Inc. Equity Compensation Plan, as amended on November 10, 2022.

EXHIBIT 10.10 DISTRIBUTION SOLUTIONS GROUP, INC. AWARD AGREEMENT This award agreement (this “Agreement”) is entered into this January 27, 2023, by and between Distribution Solutions Group, Inc. (the “Company”) and Name (the “Participant”). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the “Committee”) has selected the Participant to receive awards under the Distribu

January 23, 2024 8-K

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): January 22, 2024 DISTRIBUTION SOL

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): January 22, 2024 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Comm

January 23, 2024 EX-99.1

Distribution Solutions Group’s Operating Company, Lawson Products, Announces Strategic Acquisition

EX-99.1 Exhibit 99.1 Distribution Solutions Group’s Operating Company, Lawson Products, Announces Strategic Acquisition FORT WORTH, TEXAS, January 22, 2024 - Distribution Solutions Group, Inc. (NASDAQ:DSGR) (“DSG” or the “Company”), a premier specialty distribution company, today announced that its operating company, Lawson Products, completed the acquisition of Safety Supply Illinois LLC, DBA Eme

December 27, 2023 SC 13D/A

LAWS / Lawson Products, Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 28)* Distribution Solutions Group, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal and General Counsel Luther King Capital Management Corporation 301 Commerce Stree

November 21, 2023 CORRESP

November 21, 2023

November 21, 2023 Via EDGAR Mr. Scott Stringer Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Distribution Solutions Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2022 File No. 000-10546 Dear Mr. Stringer: Distribution Solutions Group, Inc. (the “Company”) has reviewed the comment

November 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIB

November 2, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 2, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (

November 2, 2023 EX-99.1

Distribution Solutions Group Announces Fiscal 2023 Third Quarter Results Strong Cash Flows as Growth Continues

Distribution Solutions Group Announces Fiscal 2023 Third Quarter Results Strong Cash Flows as Growth Continues FORT WORTH, TEXAS, November 2, 2023 - Distribution Solutions Group, Inc.

September 26, 2023 8-K

Regulation FD Disclosure

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): September 26, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Co

September 26, 2023 EX-99.1

Distribution Solutions Group to Host Investor Day on September 28, 2023

Exhibit 99.1 Distribution Solutions Group to Host Investor Day on September 28, 2023 FORT WORTH, TEXAS, September 26, 2023 - Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”), as previously announced, will host an Investor Day on Thursday, September 28, 2023, at City Club of Fort Worth in Texas. During the Investor Day, executive management and operational leaders will pre

September 8, 2023 SC 13D/A

LAWS / Lawson Products, Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 27)* Distribution Solutions Group, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal and General Counsel Luther King Capital Management Corporation 301 Commerce Stree

September 1, 2023 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

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): August 31, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Commi

September 1, 2023 EX-3.1

effective as of August 31, 2023, incorporated by reference to Exhibit 3.1 to the Company’s

Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF DISTRIBUTION SOLUTIONS GROUP, INC. Distribution Solutions Group, Inc. a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The original name of the Corporation was DELAWARE LAWSON PRODUCTS, INC. The Corporation’s original certificate of incorporation w

September 1, 2023 EX-99.1

Distribution Solutions Group’s Two-for-One Stock Split Becomes Effective on August 31, 2023

Exhibit 99.1 Distribution Solutions Group’s Two-for-One Stock Split Becomes Effective on August 31, 2023 FORT WORTH, TEXAS, August 31, 2023 - Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”) announced today that it filed its Third Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to increase the number of authorized sha

August 24, 2023 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 24, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 24, 2023 (June 8, 2023) DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in charter) Delaware 0-10546 36-2229304 (State or other ju

August 24, 2023 EX-99.3

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS (in thousands, except share and per share amounts) For the Year Ended December 31, 2022 Historical Distribution Solutions Group Inc. Lawson Products Inc. HIS Company Inc. Transaction Acco

EX-99.3 Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Overview Distribution Solutions Group, Inc. (“DSG” or the “Company”), formerly Lawson Products, Inc., was incorporated in Illinois in 1952, and reincorporated in Delaware in 1982. DSG changed its corporate name from “Lawson Products, Inc.” to “Distribution Solutions Group, Inc.” on May 5, 2022. DSG is a global specia

August 24, 2023 EX-99.2

C O N T E N T S Page Independent Auditor’s Report 1 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Changes in Stockholders’ Equity 5 Consolidated Statements of Cash F

EX-99.2 Exhibit 99.2 HIS Company, Inc. and Subsidiaries Consolidated Financial Report October 31, 2022 C O N T E N T S Page Independent Auditor’s Report 1 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Changes in Stockholders’ Equity 5 Consolidated Statements of Cash Flows 6 Notes to Consolidated Financial Statemen

August 17, 2023 8-K/A

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No.

August 16, 2023 8-K

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): August 15, 2023 DISTRIBUTION SOLU

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): August 15, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Commi

August 16, 2023 EX-99.1

Distribution Solutions Group Declares Two-for-One Stock Split

Exhibit 99.1 Distribution Solutions Group Declares Two-for-One Stock Split FORT WORTH, TEXAS, August 15, 2023 - Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”) announced today that its Board of Directors has approved and declared a two-for-one split (the “Stock Split”) of the Company’s common stock, $1.00 par value per share (the “Common Stock”). The Stock Split will ent

August 3, 2023 EX-99.1

Distribution Solutions Group Announces Fiscal 2023 Second Quarter Results Record Second Quarter Revenue Up 17.6%

Distribution Solutions Group Announces Fiscal 2023 Second Quarter Results Record Second Quarter Revenue Up 17.

August 3, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 3, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Co

August 3, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTION

June 9, 2023 EX-10.1

Amended and Restated Credit Agreement, dated as of June 8, 2023, by and among Distribution Solutions Group, Inc., the subsidiaries of Distribution Solutions Group, Inc. party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, incorporated by reference to the Company’s Current Report on Form 8-K (File No. 000-10546) filed June 9, 2023.

EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of June 8, 2023 by and among DISTRIBUTION SOLUTIONS GROUP, INC., a Delaware corporation (formerly known as Lawson Products, Inc., the “Company”), each other Borrower under the Existing Credit Agreement, the other Loan Parties unde

June 9, 2023 8-K

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): June 9, 2023 (June 8, 2023) DISTR

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): June 9, 2023 (June 8, 2023) DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorpora

June 9, 2023 EX-99.1

Distribution Solutions Group Completes Hisco Acquisition Broadens DSG’s Industrial Technologies’ Focus

EX-99.1 Exhibit 99.1 Distribution Solutions Group Completes Hisco Acquisition Broadens DSG’s Industrial Technologies’ Focus CHICAGO — June 8, 2023 — Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”), a premier specialty distribution company announced today the Company completed the previously announced acquisition of HIS Company, Inc., (“Hisco”), a leading distributor of s

June 2, 2023 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the Common Stock, $1.00 par value, of Distribution Solutions Group, Inc., a Delaware corporation, and further

June 2, 2023 8-K

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): June 2, 2023 (May 30, 2023) DISTR

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): June 2, 2023 (May 30, 2023) DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorpora

June 2, 2023 SC 13D/A

LAWS / Lawson Products, Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 26)* Distribution Solutions Group, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal and General Counsel Luther King Capital Management Corporation 301 Commerce Stree

June 2, 2023 EX-99.1

Distribution Solutions Group Announces Closing of Rights Offering

Exhibit 99.1 Distribution Solutions Group Announces Closing of Rights Offering CHICAGO, IL – June 2, 2023 – Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”), announced today the closing of its rights offering, which expired at 5:00 p.m. ET on May 30, 2023. Pursuant to the terms of the rights offering, 2,222,222 shares of common stock were purchased pursuant to the exercis

May 25, 2023 EX-16.1

Letter from BDO USA, LLP to the U.S. Securities and Exchange Commission dated as of May 25, 2023

EX-16.1 Exhibit 16.1 Tel: 312-856-9100 Fax: 312-856-1379 www.bdo.com 330 N Wabash, Suite 3200 Chicago, IL 60611 May 25, 2023 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on May 19, 2023, to be filed by our former client, Distribution Solutions Group, Inc. We agree

May 25, 2023 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 25, 2023 (May 19, 2023) DISTRIBUTION SOLUTIONS GROUP, INC.

May 24, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 19, 2023 DISTRIBUTION SOLUTIONS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 19, 2023 DISTRIBUTION SOLUTIONS GROUP, INC.

May 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTIO

May 9, 2023 EX-99.2

May 9, 2023

EX-99.2 Exhibit 99.2 May 9, 2023 Dear Stockholder: Distribution Solutions Group, Inc. (“DSG”) is pleased to announce a subscription rights offering (the “rights offering”) to purchase shares of DSG’s common stock, par value $1.00 per share (the “Common Stock”). Please read the summary terms below, the accompanying prospectus and the prospectus supplement, that detail the rights offering available

May 9, 2023 EX-99.6

Distribution Solutions Group Announces Commencement of Rights Offering

Exhibit 99.6 Distribution Solutions Group Announces Commencement of Rights Offering CHICAGO, IL – May 9, 2023 – Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”), a multi-platform specialty distribution company, announced today that it has commenced a subscription rights offering (“Rights Offering”) pursuant to which it intends to raise gross proceeds of up to approximatel

May 9, 2023 8-K

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): May 9, 2023 (May 8, 2023) DISTRIB

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): May 9, 2023 (May 8, 2023) DISTRIBUTION SOLUTIONS GROUP, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporati

May 9, 2023 EX-99.4

LETTER TO CLIENTS OF NOMINEE HOLDERS Up to 2,222,222 Shares of Common Stock Issuable Upon Exercise of Transferable Subscription Rights

Exhibit 99.4 LETTER TO CLIENTS OF NOMINEE HOLDERS Up to 2,222,222 Shares of Common Stock Issuable Upon Exercise of Transferable Subscription Rights May 9, 2023 THE RIGHTS OFFERING SUBSCRIPTION PERIOD WILL EXPIRE AT 5:00 P.M., EASTERN TIME, ON MAY 30, 2023, UNLESS EXTENDED BY DISTRIBUTION SOLUTIONS GROUP, INC. To Our Clients: This notice is being distributed by Distribution Solutions Group, Inc. (t

May 9, 2023 EX-10.1

Subscription Agent Agreement, dated as of May 8, 2023, by and among Distribution Solutions Group, Inc., Computershare Inc. and Computershare Trust Company, N.A., incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 000-10546) filed May 9, 2023.

EX-10.1 Exhibit 10.1 Subscription Agent Agreement between Distribution Solutions Group, Inc., Computershare Inc. and Computershare Trust Company, N.A. This SUBSCRIPTION AGENT AGREEMENT (the “Agreement”) is entered into as of this 8th day of May 2023 (the “Effective Date”) by and among Distribution Solutions Group, Inc., a company organized and existing under the laws of the State of Delaware (the

May 9, 2023 EX-99.1

MR A SAMPLE Computershare Trust Company, N.A. 150 Royall Street Suite V Canton Massachusetts 02021 Information Agent: Georgeson LLC Banks, brokers and Shareholders call toll-free: (888)

MR A SAMPLE Computershare Trust Company, N.A. 150 Royall Street Suite V Canton Massachusetts 02021 Information Agent: Georgeson LLC Banks, brokers and Shareholders call toll-free: (888) 206-5970 DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 C 1234567890 J N T Account Code: Control Code Subscription Rights 12345678901234 VOID IF NOT RECEIVED BY THE SUBSCRIPTION AGENT BEFORE 5:00 PM EASTE

May 9, 2023 424B5

Subscription Rights to Purchase Up to 2,222,222 Shares of Common Stock at $45.00 Per Share

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No.

May 9, 2023 EX-99.3

LETTER TO NOMINEE HOLDERS Up to 2,222,222 Shares of Common Stock Issuable Upon Exercise of Transferable Subscription Rights

EX-99.3 Exhibit 99.3 LETTER TO NOMINEE HOLDERS Up to 2,222,222 Shares of Common Stock Issuable Upon Exercise of Transferable Subscription Rights May 9, 2023 THE RIGHTS OFFERING SUBSCRIPTION PERIOD WILL EXPIRE AT 5:00 P.M., EASTERN TIME, ON MAY 30, 2023, UNLESS EXTENDED BY DISTRIBUTION SOLUTIONS GROUP, INC. To Securities Dealers, Commercial Banks, Trust Companies and Other Nominees: This letter is

May 9, 2023 EX-99.5

BENEFICIAL OWNER ELECTION FORM

Exhibit 99.5 BENEFICIAL OWNER ELECTION FORM The undersigned acknowledge(s) receipt of your letter and the enclosed materials referred to therein relating to the grant of transferable subscription rights (the “Subscription Rights”) to purchase shares of common stock, par value $1.00 per share (“Common Stock”), of Distribution Solutions Group, Inc. (the “Company”) pursuant to a rights offering (the

May 8, 2023 EX-99.2

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET (in thousands) As of December 31, 2022 Historical Distribution Solutions Group, Inc. HIS Company, Inc. Pro forma Combined As of December 31, 2022 As of October 31, 2022 Transaction Accounting Adjus

EX-99.2 Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Overview Distribution Solutions Group, Inc. (“DSG” or the “Company”), formerly Lawson Products, Inc., was incorporated in Illinois in 1952, and reincorporated in Delaware in 1982. DSG changed its corporate name from “Lawson Products, Inc.” to “Distribution Solutions Group, Inc.” on May 5, 2022. DSG is a global specia

May 8, 2023 8-K

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): May 8, 2023 DISTRIBUTION SOLUTION

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): May 8, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of Incorporation) (Commissio

May 8, 2023 EX-99.1

CONTENTS Page Independent Auditor’s Report 1 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Changes in Stockholders’ Equity 5 Consolidated Statements of Cash Flows 6

EX-99.1 Exhibit 99.1 His Company, Inc. and Subsidiaries Consolidated Financial Report October 31, 2022 CONTENTS Page Independent Auditor’s Report 1 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Changes in Stockholders’ Equity 5 Consolidated Statements of Cash Flows 6 Notes to Consolidated Financial Statements 7 In

May 4, 2023 EX-99.1

Distribution Solutions Group Announces Fiscal 2023 First Quarter Results Achieves Record Revenue and Profit Growth, Strong Organic Revenue

Distribution Solutions Group Announces Fiscal 2023 First Quarter Results Achieves Record Revenue and Profit Growth, Strong Organic Revenue CHICAGO, May 4, 2023 - Distribution Solutions Group, Inc.

May 4, 2023 8-K

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): May 4, 2023 DISTRIBUTION SOLUTION

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): May 4, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Commi

April 21, 2023 8-K

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): April 21, 2023 DISTRIBUTION SOLUT

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): April 21, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of Incorporation) (Commis

April 21, 2023 EX-99.1

Distribution Solutions Group Announces Record Date for Proposed $100 Million Rights Offering

EX-99.1 Exhibit 99.1 Distribution Solutions Group Announces Record Date for Proposed $100 Million Rights Offering CHICAGO — April 21, 2023 — Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”), a premier specialty distribution company, announced today that its board of directors has fixed the record date for its proposed rights offering as the close of business on May 1, 202

April 6, 2023 CORRESP

8770 W. Bryn Mawr Avenue, Suite 900 Chicago, Illinois 60631

8770 W. Bryn Mawr Avenue, Suite 900 Chicago, Illinois 60631 VIA EDGAR April 6, 2023 Mr. Scott Anderegg Office of Trade & Services Division of Corporation Finance U.S. Securities and Exchange Commission Mail Stop 4720 100 F Street, N.E. Washington, D.C. 20549 Re: Distribution Solutions Group, Inc. Registration Statement on Form S-3 (File No. 333-270678) Dear Mr. Anderegg: We refer to the registrati

April 6, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 6, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 31, 2023 EX-99.2

Forward-Looking Statements Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amende

EX-99.2 Exhibit 99.2 NASDAQ: DSGR HIS Company, Inc. (“Hisco”) Acquisition Overview March 31, 2023 Forward-Looking Statements Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the “safe harbor” provisions under the Privat

March 31, 2023 8-K

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): March 31, 2023 (March 30, 2023) D

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): March 31, 2023 (March 30, 2023) DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of Incor

March 31, 2023 EX-2.1

Stock Purchase Agreement, dated as of March 30, 2023, by and among HIS Company, Inc., Distribution Solutions Group, Inc., HIS Company, Inc. Employee Stock Ownership Trust, which is maintained pursuant to and in connection with the HIS Company, Inc. Employee Stock Ownership Plan, acting through GreatBanc Trust Company, not in its corporate capacity, but solely in its capacity as trustee of HIS Company, Inc. Employee Stock Ownership Trust, and Ellis Moseley, solely in his capacity as the representative of HIS Company, Inc. Employee Stock Ownership Trust (incorporated herein by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed March 31, 2023).

EX-2.1 Exhibit 2.1 STOCK PURCHASE AGREEMENT BY AND AMONG HIS COMPANY, INC. DISTRIBUTION SOLUTIONS GROUP, INC., AND HIS COMPANY, INC. EMPLOYEE STOCK OWNERSHIP TRUST which is maintained pursuant to and in connection with the HIS Company, Inc. Employee Stock Ownership Plan acting through GreatBanc Trust Company, not in its corporate capacity, but solely in its capacity as trustee AND Ellis Moseley, s

March 31, 2023 8-K

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): March 31, 2023 (March 30, 2023) D

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): March 31, 2023 (March 30, 2023) DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of Incor

March 31, 2023 EX-99.1

Distribution Solutions Group Enters Into Agreement to Acquire Hisco, a Leading Industrial Equipment Supplier Broadens DSG’s Industrial Technologies’ Focus Conference Call Today at 11am ET; Acquisition-Related Materials on Website

EX-99.1 Exhibit 99.1 Distribution Solutions Group Enters Into Agreement to Acquire Hisco, a Leading Industrial Equipment Supplier Broadens DSG’s Industrial Technologies’ Focus Conference Call Today at 11am ET; Acquisition-Related Materials on Website CHICAGO— March 31, 2023—Distribution Solutions Group, Inc. (Nasdaq: DSGR) (“DSG” or the “Company”), a premier specialty distribution company announce

March 22, 2023 SC 13D/A

LAWS / Lawson Products, Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 25)* Distribution Solutions Group, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal and General Counsel Luther King Capital Management Corporation 301 Commerce Stree

March 21, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 20, 2023 DISTRIBUTION SOLUTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 20, 2023 DISTRIBUTION SOLUTIONS GROUP, INC.

March 17, 2023 8-K

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): March 17, 2023 DISTRIBUTION SOLUT

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): March 17, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Co

March 17, 2023 S-3

As filed with the Securities and Exchange Commission on March 17, 2023

S-3 Table of Contents As filed with the Securities and Exchange Commission on March 17, 2023 Registration No.

March 17, 2023 EX-FILING FEES

Filing Fee Table

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) Distribution Solutions Group, Inc.

March 17, 2023 EX-99.1

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS (in thousands, except share and per share amounts) For the Year Ended December 31, 2022 Historical Distribution Solutions Group Inc. Lawson Products Inc. Pro Forma Adjustments (Note 3) Pr

EX-99.1 Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Overview Distribution Solutions Group, Inc. (“DSG”), formerly Lawson Products, Inc., was incorporated in Illinois in 1952, and reincorporated in Delaware in 1982. DSG changed its corporate name from “Lawson Products, Inc.” to “Distribution Solutions Group, Inc.” on May 5, 2022. DSG is a global specialty distribution

March 14, 2023 EX-21

Subsidiaries of the Company.

EXHIBIT 21 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation 301 HW Opus Holdings, Inc.

March 14, 2023 10-K

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-10546 DISTRIBUTION SOL

March 14, 2023 EX-4.1

Description of common stock

EXHIBIT 4.1 DESCRIPTION OF COMMON STOCK The following summary is a description of the material terms of the common stock ("common stock") of Distribution Solutions Group, Inc. (referred to herein as "we", "us" or "our"). This summary is not meant to be complete and is qualified by reference to the applicable provisions of the Delaware General Corporation Law ("DGCL") and our certificate of incorpo

March 9, 2023 8-K

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): March 9, 2023 DISTRIBUTION SOLUTI

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): March 9, 2023 DISTRIBUTION SOLUTIONS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorporation) (Com

March 9, 2023 EX-99.1

Distribution Solutions Group Announces 2022 Fourth Quarter and Full Year Results Reported Full Year Revenue of $1.2 Billion Strong Q4 Results: Organic Sales Growth of 17%

Distribution Solutions Group Announces 2022 Fourth Quarter and Full Year Results Reported Full Year Revenue of $1.

February 10, 2023 SC 13G/A

LAWS / Lawson Products, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11 )* Distribution Solutions Group Inc (Name of Issuer) Common Stock (Title of Class of Securities) 520776105 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appr

January 31, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 27, 2023 DISTRIBUTION SOLUTIONS GROUP, INC.

January 31, 2023 EX-10.1

Employment Agreement, dated as of January 27, 2023, by and between Lawson Products, Inc., an Illinois corporation, and Ronald J. Knutson.

Exhibit 10.1 Execution Copy EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into as of January 27, 2023, by and between Lawson Products, Inc., an Illinois corporation (the “Company”) and Ronald J. Knutson (the “Executive”). WHEREAS, the parties hereto previously entered into that certain Employment Agreement dated August 29, 2012, (the “Prior Agreement”); and W

November 18, 2022 EX-10.2

Amendment of Distribution Solutions Group, Inc. 2009 Equity Compensation Plan as Amended and Restated Effective October 17, 2022 and Amended November 10, 2022.

DISTRIBUTION SOLUTIONS GROUP, INC. EQUITY COMPENSATION PLAN (As Amended and Restated Effective October 17, 2022, as amended November 10, 2022)

November 18, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 18, 2022 DISTRIBUTION SOLUTIONS GROUP, INC.

November 14, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 a2021proxyamended.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commis

November 3, 2022 EX-99.1

Distribution Solutions Group Announces Third Quarter 2022 Results Strong Operating Results: Sales of $347 Million; Organic Sales Growth of 15% Board Increases Share Repurchase Plan to $12.5 Million

Distribution Solutions Group Announces Third Quarter 2022 Results Strong Operating Results: Sales of $347 Million; Organic Sales Growth of 15% Board Increases Share Repurchase Plan to $12.

November 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For quarterly period ended September 30, 2022 or ? Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTIO

November 3, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 3, 2022 DISTRIBUTION SOLUTIONS GROUP, INC.

October 18, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

September 30, 2022 8-K

Other Events, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 30, 2022 DISTRIBUTION SOLUTIONS GROUP, INC.

August 9, 2022 EX-99.1

Distributions Solutions Group Announces Second Quarter 2022 Results Strong Start for Initial Reporting Period of Recently Merged Companies

Distributions Solutions Group Announces Second Quarter 2022 Results Strong Start for Initial Reporting Period of Recently Merged Companies CHICAGO, August 9, 2022 - Distributions Solutions Group, Inc.

August 9, 2022 EX-3.1

Amended and Restated Certificate of Incorporation of the Company, as amended by the Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company effective as of May 5, 2022, incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended June 30, 2022

ex31amendedandrestatedce Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LAWSON PRODUCTS, INC. LAWSON PRODUCTS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Lawson Products, Inc. 2. The original Certificate of Incorporation was filed on April 16, 1982. 3. The o

August 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For quarterly period ended June 30, 2022 or ☐ Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 DISTRIBUTION SOLUTIONS GROU

August 9, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 9, 2022 DISTRIBUTION SOLUTIONS GROUP, INC.

August 9, 2022 EX-10.22

Employment Agreement, dated as of April 4, 2022, by and between Lawson Products, Inc., an Illinois corporation, and Cesar A. Lanuza, incorporated by reference to Exhibit 10.22 to the Company’s Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended June 30, 2022.

ex1022lanuzaemploymentag Exhibit 10.22 1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into as of April 4, 2022, by and between Lawson Products, Inc., an Illinois corporation (the “Company”) and Cesar A. Lanuza (the “Executive”). 1. At Will Employment. With an employment start date of April 4, 2022 (the “Start Date”), the Company hereby agrees to employ Execu

June 17, 2022 SC 13D/A

LAWS / Lawson Products, Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 24)* Distribution Solutions Group, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal and General Counsel Luther King Capital Management Corporation 301 Commerce Street, Suite

June 15, 2022 EX-99.4

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET (in thousands) As of December 31, 2021 Adjusted Adjusted Historical TestEquity Gexpro Services Distribution Solutions Group Inc. Pro forma Combined As of December 31, 2021 (Note 2d) As of December

Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction On December 29, 2021, Distribution Solutions Group, Inc., a Delaware corporation formerly known as Lawson Products, Inc. (the ?Company?), entered into: an Agreement and Plan of Merger (the ?TestEquity Merger Agreement?) by and among (i) LKCM TE Investors, LLC, a Delaware limited liability company (the ?TestEquit

June 15, 2022 EX-99.1

TestEquity Acquisition, LLC CONSOLIDATED BALANCE SHEET December 31, 2021 (In Thousands) Year Ended Year Ended December 31, December 31, 2021 2020 ASSETS Current assets Cash $ 5,543 $ 1,172 Accounts receivable, net of allowance for doubtful accounts o

Exhibit 99.1 Consolidated Financial Statements and Report of Independent Certified Public Accountants TESTEQUITY ACQUISITION, LLC As of and for the year ended December 31, 2021 Contents Page Report of Independent Certified Public Accountants 1 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operations and Comprehensive Loss 4 Consolidated Statements of Me

June 15, 2022 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No.

June 15, 2022 EX-99.2

Contents Independent auditor’s report 1-2 Financial statements Consolidated balance sheets 3 Consolidated statements of comprehensive income 4 Consolidated statements of shareholder’s equity 5 Consolidated statements of cash flows 6 Notes to consolid

Exhibit 99.2 301 HW Opus Holdings, Inc. (dba Gexpro Services) Consolidated Financial Report December 31, 2021 Contents Independent auditor?s report 1-2 Financial statements Consolidated balance sheets 3 Consolidated statements of comprehensive income 4 Consolidated statements of shareholder?s equity 5 Consolidated statements of cash flows 6 Notes to consolidated financial statements 7-24 Independe

June 15, 2022 EX-99.3

Contents Independent auditor’s report 1 Financial statement Combined statement of net revenue and direct operating expenses 2 Notes to combined abbreviated financial statement 3-6

Exhibit 99.3 Gexpro Services (Predecessor of 301 HW Opus Holdings, Inc.) Combined Abbreviated Financial Report February 23, 2020 Contents Independent auditor?s report 1 Financial statement Combined statement of net revenue and direct operating expenses 2 Notes to combined abbreviated financial statement 3-6 Independent Auditor?s Report Board of Directors 301 HW Opus Holdings, Inc. RSM US LLP Repor

May 5, 2022 EX-3.2

Amended and Restated By-Laws of the Company effective as of May 5, 2022, incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (File No. 000-10546) filed May 5, 2022.

Exhibit 3.2 DISTRIBUTION SOLUTIONS GROUP, INC. AMENDED AND RESTATED BY-LAWS AMENDED AND RESTATED EFFECTIVE AS OF MAY 5, 2022 * * * ARTICLE 1 OFFICES Section 1.1 Registered Office. The registered office of the Corporation shall be maintained in the City of Wilmington, State of Delaware, and the registered agent in charge thereof is The Corporation Trust Company or such other registered agent or loc

May 5, 2022 EX-3.1

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Lawson Products, Inc. (now known as Distribution Solutions Group, Inc.) effective as of May 5, 2022.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LAWSON PRODUCTS, INC. Lawson Products, Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify that: 1. The name of this corporation is Lawson Products, Inc. 2. This corporation?s Amended and Restated Certificate of In

May 5, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 5, 2022 DISTRIBUTION SOLUTIONS GROUP, INC.

May 5, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 5, 2022 DISTRIBUTION SOLUTIONS GROUP, INC.

May 5, 2022 EX-99.1

Forward Looking Statements Cautionary Note Regarding Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Excha

Exhibit 99.1 Investor Presentation | May 5, 2022 NASDAQ: DSGR* *The company will start trading under the new NASDAQ common stock trading symbol ?DSGR? commencing Monday, May 9, 2022 DSG Investor Presentation Forward Looking Statements Cautionary Note Regarding Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of

May 2, 2022 SC 13D/A

LAWS / Lawson Products, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) Lawson Products, Inc. (Name of Issuer) Common Stock, $1 par value (Title of Class of Securities) 520776105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Auth

April 29, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 27, 2022 LAWSON PRODUCTS, INC.

April 29, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Or ☐ T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

April 29, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 27, 2022 LAWSON PRODUCTS, INC.

April 28, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For quarterly period ended March 31, 2022 or ? Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 LAWSON PRODUCTS, INC. (Exa

April 28, 2022 EX-99.1

Lawson Products Reports First Quarter 2022 Results Improved Performance Continues

Lawson Products Reports First Quarter 2022 Results Improved Performance Continues CHICAGO, April 28, 2022 - Lawson Products, Inc.

April 28, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 28, 2022 LAWSON PRODUCTS, INC.

April 8, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 4, 2022 LAWSON PRODUCTS, INC.

April 8, 2022 EX-10.1

Retirement and Consulting Agreement, dated as of April 4, 2022, by and between Lawson Products, Inc., an Illinois corporation, and Michael G. DeCata,

Exhibit 10.1 Execution Copy RETIREMENT AND CONSULTING AGREEMENT This Retirement and Consulting Agreement (hereinafter the ?Agreement?) is made as of April 4, 2022, by and between Michael G. DeCata (hereinafter the ?Executive?) and Lawson Products, Inc., an Illinois corporation (hereinafter the ?Company?). The Company and the Executive are hereinafter collectively referred to as the ?Parties,? and

April 4, 2022 EX-10.2

Amended and Restated Credit Agreement, dated as of April 1, 2022, by and among Lawson Products, Inc., the subsidiaries of Lawson Products, Inc. party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent

Exhibit 10.2 EXECUTION VERSION AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 1, 2022 among LAWSON PRODUCTS, INC., a Delaware corporation, LAWSON PRODUCTS, INC., an Illinois corporation, BARON DIVESTITURE COMPANY, an Illinois corporation, LAWSON PRODUCTS CANADA INC., a British Columbia corporation, THE BOLT SUPPLY HOUSE LTD., an Alberta corporation, and, after giving effect to each applic

April 4, 2022 SC 13D/A

LAWS / Lawson Products, Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 23)* Lawson Products, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite 1

April 4, 2022 EX-99.1

Lawson Products Completes Strategic Combination with TestEquity and Gexpro Services in All-Stock Transactions Company Also Announces Amended and Restated Credit Agreement

Exhibit 99.1 Lawson Products Completes Strategic Combination with TestEquity and Gexpro Services in All-Stock Transactions Company Also Announces Amended and Restated Credit Agreement CHICAGO?April 1, 2022-Lawson Products, Inc. (NASDAQ: LAWS) (?Lawson Products?, ?Lawson? or the ?Company?), today announced the completion of its strategic combination with TestEquity and Gexpro Services in all-stock

April 4, 2022 EX-10.1

Registration Rights Agreement, dated as of April 1, 2022, by and among Lawson Products, Inc., 301 HW Opus Investors, LLC and LKCM TE Investors, LLC,

Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT by and among LAWSON PRODUCTS, INC., 301 HW OPUS INVESTORS, LLC and LKCM TE INVESTORS, LLC Dated as of April 1, 2022 Table of Contents Page ARTICLE I DEFINITIONS 1 1.1 Certain Definitions 1 1.2 Other Terms 4 ARTICLE II REGISTRATION 5 2.1 Demand Registrations 5 2.2 Piggyback Registrations 8 2.3 Shelf Registration Statement 9 2.4 Withdrawal Rights 12 2.5 Hol

April 4, 2022 8-K

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 1, 2022 LAWSON PRODUCTS, INC.

March 18, 2022 EX-99.1

Lawson Products Announces Stockholder Approval of Merger Agreements for Strategic Combination with TestEquity and Gexpro Services

Exhibit 99.1 Lawson Products Announces Stockholder Approval of Merger Agreements for Strategic Combination with TestEquity and Gexpro Services CHICAGO, March 15, 2022 ? Lawson Products, Inc. (NASDAQ: LAWS) (?Lawson? or the ?Company?), a distributor of products and services to the MRO marketplace, today announced that, at a special meeting of Lawson stockholders held on March 15, 2022, Lawson?s sto

March 18, 2022 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 15, 2022 LAWSON PRODUCTS, INC.

March 8, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

March 8, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 8, 2022 LAWSON PRODUCTS, INC.

February 24, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 24, 2022 LAWSON PRODUCTS, INC.

February 24, 2022 EX-99.1

Lawson Products Reports Fourth Quarter and Full Year 2021 Results Improved Performance Continues

Lawson Products Reports Fourth Quarter and Full Year 2021 Results Improved Performance Continues CHICAGO, February 24, 2022 - Lawson Products, Inc.

February 24, 2022 EX-10.21

Amended and Restated Commitment Letter, dated February 7, 2022, by and between the Company and JPMorgan Chase Bank, N.A.

February 7, 2022 Lawson Products, Inc. Senior Secured Credit Facilities Amended and Restated Commitment Letter Lawson Products, Inc. 8770 W. Bryn Mawr Ave., Suite 900 Chicago, Illinois 60631 Attention: Ron Knutson, Chief Financial Officer Ladies and Gentlemen: You (the ?Borrower? or ?you?) have requested that JPMorgan Chase Bank, N.A. (?JPMorgan?) agree to arrange and syndicate senior secured cred

February 24, 2022 EX-21

Subsidiaries of the Company.

EXHIBIT 21 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation Lawson Products, Inc. Illinois Lawson Products Canada Inc. British Columbia, Canada The Bolt Supply House Ltd. Alberta, Canada Subsidiaries, that in the aggregate are not considered significant to the consolidated results of the Company at the end of December 31, 2021, have been omitted

February 24, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or o TRANSITION REPORT PUR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-10546 LAWSON PRODUCTS,

February 23, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 22, 2022 LAWSON PRODUCTS, INC.

February 23, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

February 10, 2022 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFM14A 1 d279534ddefm14a.htm DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

February 8, 2022 SC 13G/A

LAWS / Lawson Products, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10 )* Lawson Products Inc/DE (Name of Issuer) Common Stock (Title of Class of Securities) 520776105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

February 2, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 d271139ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

January 14, 2022 PREM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

January 4, 2022 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d263237dex991.htm EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the Common Stock, $1.00 par value, of Lawson Products, Inc., a Delaware corporati

January 4, 2022 EX-2.1

Agreement and Plan of Merger, dated as of December 29, 2021, by and among LKCM TE Investors, LLC, TestEquity Acquisition, LLC, Lawson Products, Inc. and Tide Sub, LLC.

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among LKCM TE INVESTORS, LLC, TESTEQUITY ACQUISITION, LLC, LAWSON PRODUCTS, INC. and TIDE SUB, LLC Dated as of December 29, 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATION 2 1.1 Definitions 2 1.2 Interpretation 20 ARTICLE II THE MERGER 21 2.1 Merger 21 2.2 Closing 21 2.3 Effective Time 22 2.4 Effects of the Merger 22 2.5 Organizatio

January 4, 2022 EX-10.1

Voting Agreement, dated as of December 29, 2021, by and among the Company and Luther King Capital Management Corporation, incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No. 000-10546) filed January 4, 2022.

Exhibit 10.1 Execution Copy VOTING AGREEMENT This Voting Agreement (this ?Agreement?) is made as of December 29, 2021 by and between Lawson Products, Inc., a Delaware corporation (?Parent?), and Luther King Capital Management Corporation, a Delaware corporation (the ?Voting Party?). WHEREAS, concurrently with the execution of this Agreement, (i) 301 HW Opus Investors, LLC, a Delaware limited liabi

January 4, 2022 SC 13D/A

LAWS / Lawson Products, Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 22)* Lawson Products, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite 1

January 4, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 29, 2021 LAWSON PRODUCTS,

DEFA14A 1 d283504ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 29, 2021 LAWSON PRODUCTS, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdic

January 4, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 29, 2021 LAWSON PRODUCTS, INC.

January 4, 2022 EX-2.2

Agreement and Plan of Merger, dated as of December 29, 2021, by and among 301 HW Opus Investors, LLC, 301 HW Opus Holdings, Inc., the Company and Gulf Sub, Inc., incorporated herein by reference to Exhibit 2.2 to the Company's Current Report on Form 8-K (File No. 000-10546) filed January 4, 2022.

Exhibit 2.2 AGREEMENT AND PLAN OF MERGER by and among 301 HW OPUS INVESTORS, LLC, 301 HW OPUS HOLDINGS, INC., LAWSON PRODUCTS, INC. and GULF SUB, INC. Dated as of December 29, 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATION 2 1.1 Definitions 2 1.2 Interpretation 21 ARTICLE II THE MERGER 21 2.1 Merger 21 2.2 Closing 22 2.3 Effective Time 22 2.4 Effects of the Merger 22 2.5 Certifi

December 29, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 29, 2021 LAWSON PRODUCTS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 29, 2021 LAWSON PRODUCTS, INC.

December 29, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 29, 2021 LAWSON PRODUCTS, INC.

December 29, 2021 EX-99.1

Lawson Products, Inc. Announces Strategic Combination with TestEquity & Gexpro Services Creates a best-in-class specialty distribution holding company with estimated combined pro forma annual revenue of more than $1 billion and estimated combined pro

Exhibit 99.1 Lawson Products, Inc. Announces Strategic Combination with TestEquity & Gexpro Services Creates a best-in-class specialty distribution holding company with estimated combined pro forma annual revenue of more than $1 billion and estimated combined pro forma annual adjusted EBITDA of more than $100 million Chicago and Fort Worth, Texas, December 29, 2021 ? Lawson Products, Inc. (NASDAQ:

December 29, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Stateme

December 29, 2021 EX-99.2

Safe Harbor Additional Information about the Proposed Combination and Where to Find It In connection with (i) the proposed transactions between Lawson Products, Inc. (“Lawson”), TestEquity Acquisition, LLC (“TestEquity”) and LKCM TE Investors, LLC (t

Strategic Merger Presentation December 2021 best-in-class specialty distribution Holding Company Exhibit 99.

November 10, 2021 EX-99.1

© 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Investor Presentation Third Quarter 2021 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2021 Lawson Produ

? 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Investor Presentation Third Quarter 2021 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO ? 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. "Safe Harbor" Statement under the Securities Liti

November 10, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 10, 2021 LAWSON PRODUCTS, INC.

October 28, 2021 EX-10.14

Lawson Products, Inc. 2021 Annual Incentive Plan Summary, incorporated by reference to Exhibit 10.14 to the Company's Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended September 30, 2021.

EX-10.14 7 ex1062021aipsummary.htm EX-10.14 January 2021 Lawson Products, Inc. 2021 Annual Incentive Plan Summary 2021 AIP 2 Annual Incentive Plan Establishment and Objectives of the Plan Lawson Products, Inc. (the “Company”) hereby establishes an incentive compensation plan to be known as the 2021 Annual Incentive Plan (hereinafter referred to as the “AIP” or “Plan”). The objectives of the AIP ar

October 28, 2021 EX-10.16

Form of Change in Control Agreement for Officers, incorporated by reference to Exhibit 10.16 to the Company's Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended September 30, 2021.

CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (the ?Agreement?) is made and entered into as of DATE (the ?Effective Date?), by and between Lawson Products, Inc.

October 28, 2021 EX-10.5

Lawson Products, Inc. Amended Stock Performance Plan (as Amended and Restated Effective January 24, 2017), incorporated by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended September 30, 2021.

LAWSON PRODUCTS, INC. AMENDED STOCK PERFORMANCE PLAN (As Amended and Restated Effective January 24, 2017) 1. Purpose. The purpose of the Lawson Products, Inc. Amended Stock Performance Plan, as further amended (the ?Plan?) is to attract and retain outstanding individuals as officers, key employees and directors of, and consultants to, Lawson Products, Inc. (the ?Company?) and to furnish performanc

October 28, 2021 EX-10.4

Lawson Products, Inc. Executive Deferral Plan (as Amended and Restated Effective November 1, 2015), incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended September 30, 2021.

October 28, 2021 EX-10.13

Form of Award Agreement under the 2009 Equity Compensation Plan (MSU Target Units, ROIC Target Units and Restricted Units), incorporated by reference to Exhibit 10.13 to the Company's Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended September 30, 2021.

LAWSON PRODUCTS, INC. AWARD AGREEMENT This award agreement (this ?Agreement?) is entered into this 5th day of January, 2021, by and between Lawson Products, Inc. (the ?Company?) and [NAME] (the ?Participant?). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the ?Committee?) has selected the Participant to receive awards under the Lawson Products, Inc. 2009 Equity Comp

October 28, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For quarterly period ended September 30, 2021 or ? Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 LAWSON PRODUCTS, INC.

October 28, 2021 EX-10.12

Form of Award Agreement under the 2009 Equity Compensation Plan (MSU Target Units, ROIC Target Units and Restricted Units), incorporated by reference to Exhibit 10.12 to the Company's Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended September 30, 2021.

LAWSON PRODUCTS, INC. AWARD AGREEMENT This award agreement (this ?Agreement?) is entered into this 25th day of February, 2020, by and between Lawson Products, Inc. (the ?Company?) and [NAME] (the ?Participant?). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the ?Committee?) has selected the Participant to receive awards under the Lawson Products, Inc. 2009 Equity Co

October 28, 2021 EX-99.1

Lawson Products Announces Third Quarter 2021 Results

Lawson Products Announces Third Quarter 2021 Results CHICAGO, October 28, 2021 - Lawson Products, Inc.

October 28, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 28, 2021 LAWSON PRODUCTS, INC.

October 28, 2021 EX-10.11

Form of Award Agreement under the 2009 Equity Compensation Plan (Target Units, SPRs and Restricted Units), incorporated by reference to Exhibit 10.11 to the Company's Quarterly Report on Form 10-Q (File No. 000-10546) for the quarter ended September 30, 2021.

LAWSON PRODUCTS, INC. AWARD AGREEMENT This award agreement (this ?Agreement?) is entered into this 5th day of March 2019, by and between Lawson Products, Inc. (the ?Company?) and [NAME] (the ?Participant?). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the ?Committee?) has selected the Participant to receive awards under the Lawson Products, Inc. 2009 Equity Compens

August 3, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 3, 2021 LAWSON PRODUCTS, INC.

August 3, 2021 EX-99.1

© 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Investor Presentation Second Quarter 2021 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2021 Lawson Prod

? 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Investor Presentation Second Quarter 2021 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO ? 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. "Safe Harbor" Statement under the Securities Lit

July 29, 2021 EX-10.4

Lawson Products, Inc. Executive Deferral Plan (as Amended and Restated Effective November 1, 2015).

July 29, 2021 EX-10.14

Lawson Products, Inc. 2021 Annual Incentive Plan Summary.

January 2021 Lawson Products, Inc. 2021 Annual Incentive Plan Summary 2021 AIP 2 Annual Incentive Plan Establishment and Objectives of the Plan Lawson Products, Inc. (the ?Company?) hereby establishes an incentive compensation plan to be known as the 2021 Annual Incentive Plan (hereinafter referred to as the ?AIP? or ?Plan?). The objectives of the AIP are to optimize the profitability and growth o

July 29, 2021 EX-10.13

Form of Award Agreement under the 2009 Equity Compensation Plan (MSU Target Units, ROIC Target Units and Restricted Units).

LAWSON PRODUCTS, INC. AWARD AGREEMENT This award agreement (this ?Agreement?) is entered into this 5th day of January, 2021, by and between Lawson Products, Inc. (the ?Company?) and [NAME] (the ?Participant?). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the ?Committee?) has selected the Participant to receive awards under the Lawson Products, Inc. 2009 Equity Comp

July 29, 2021 EX-10.16

Form of Change in Control Agreement for Officers.

EX-10.16 8 ex107changeincontrol.htm EX-10.16 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (the “Agreement”) is made and entered into as of DATE (the “Effective Date”), by and between Lawson Products, Inc., an Illinois corporation (the “Company”), and NAME (the “Executive”). WHEREAS, the Company wishes to assure itself of the continuity of the Executive’s services and has determined

July 29, 2021 EX-99.1

Lawson Products Announces Second Quarter 2021 Results

EX-99.1 2 a2021q2pressrelease.htm EX-99.1 Lawson Products Announces Second Quarter 2021 Results CHICAGO, July 29, 2021 - Lawson Products, Inc. (NASDAQ: LAWS) (“Lawson” or the "Company"), a leading distributor of products and services to the MRO marketplace, today announced results for the second quarter ended June 30, 2021. Summary Financial Highlights Three months ended June 30, Six months ended

July 29, 2021 EX-10.12

Form of Award Agreement under the 2009 Equity Compensation Plan (MSU Target Units, ROIC Target Units and Restricted Units).

LAWSON PRODUCTS, INC. AWARD AGREEMENT This award agreement (this ?Agreement?) is entered into this 25th day of February, 2020, by and between Lawson Products, Inc. (the ?Company?) and [NAME] (the ?Participant?). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the ?Committee?) has selected the Participant to receive awards under the Lawson Products, Inc. 2009 Equity Co

July 29, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 29, 2021 LAWSON PRODUCTS, INC.

July 29, 2021 EX-10.5

Lawson Products, Inc. Amended Stock Performance Plan (as Amended and Restated Effective January 24, 2017).

LAWSON PRODUCTS, INC. AMENDED STOCK PERFORMANCE PLAN (As Amended and Restated Effective January 24, 2017) 1. Purpose. The purpose of the Lawson Products, Inc. Amended Stock Performance Plan, as further amended (the ?Plan?) is to attract and retain outstanding individuals as officers, key employees and directors of, and consultants to, Lawson Products, Inc. (the ?Company?) and to furnish performanc

July 29, 2021 EX-10.11

Form of Award Agreement under the 2009 Equity Compensation Plan (Target Units, SPRs and Restricted Units).

EX-10.11 4 ex103trgtunitsprandrsuaw.htm EX-10.11 LAWSON PRODUCTS, INC. AWARD AGREEMENT This award agreement (this “Agreement”) is entered into this 5th day of March 2019, by and between Lawson Products, Inc. (the “Company”) and [NAME] (the “Participant”). WHEREAS, the Compensation Committee of the Board of Directors of the Company (the “Committee”) has selected the Participant to receive awards un

July 29, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? Quarterly Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For quarterly period ended June 30, 2021 or ? Transition Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 LAWSON PRODUCTS, INC. (Exac

June 15, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 10, 2021 LAWSON PRODUCTS, INC.

May 18, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 18, 2021 LAWSON PRODUCTS, INC.

May 18, 2021 EX-99.1

© 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Investor Presentation First Quarter 2021 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2021 Lawson Produ

EX-99.1 2 investordeck051421.htm EX-99.1 © 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Investor Presentation First Quarter 2021 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2021 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. "Safe Ha

May 17, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 21)* Lawson Products, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) (CU

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 21)* Lawson Products, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 520776105 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite 1

May 17, 2021 EX-99.1

301 Commerce Street, Suite 1600 | Fort Worth, Texas 76102 | www.lkcmheadwater.com

EX-99.1 2 d180535dex991.htm EX-99.1 Exhibit 1 301 Commerce Street, Suite 1600 | Fort Worth, Texas 76102 | www.lkcmheadwater.com May 16, 2021 Lee S. Hillman, Lead Director Board of Directors Lawson Products, Inc. 8770 W. Bryn Mawr Avenue, Suite 900 Chicago, Illinois 60631 Dear Lee, Over the past decade since we became investors in Lawson Products, and during my several years of service as an active

May 13, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 11, 2021 LAWSON PRODUCTS, INC.

April 29, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 29, 2021 LAWSON PRODUCTS, INC.

April 29, 2021 EX-99.1

1 Lawson Products Announces First Quarter 2021 Results CHICAGO, April 29, 2021 - Lawson Products, Inc. (NASDAQ: LAWS) (“Lawson” or the "Company"), a leading distributor of products and services to the MRO marketplace, today announced results for the

1 Lawson Products Announces First Quarter 2021 Results CHICAGO, April 29, 2021 - Lawson Products, Inc.

April 29, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ? Quarterly Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For quarterly period ended March 31, 2021 or ? Transition Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 LAWSON PRODUCTS, INC. (Exa

April 1, 2021 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 5, 2021 EX-10.1

Retirement and Consulting Agreement, dated as of March 2, 2021, by and between Lawson Products, Inc., an Illinois corporation, and Neil Jenkins, incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No. 000-10546) filed March 5, 2021.

Exhibit 10.1 RETIREMENT AND CONSULTING AGREEMENT This Retirement and Consulting Agreement (hereinafter the ?Agreement?) is made as of March 2, 2021, by and between Neil E. Jenkins (hereinafter the ?Executive?) and Lawson Products, Inc., an Illinois corporation (hereinafter ?Company?). WHEREAS, Executive presently serves as the Company?s Executive Vice President, General Counsel and Secretary; WHER

March 5, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 2, 2021 LAWSON PRODUCTS, INC.

February 26, 2021 EX-10.23

Amendment of the Lawson Products, Inc. Amended Stock Performance Plan (as Amended and Restated Effective January 24, 2017), dated December 23, 2020, incorporated by reference to Exhibit 10.23 to the Company's Annual Report on Form 10-K (File No. 000-10546) for the fiscal year ended December 31, 2020.

UNANIMOUSWRITTENCONSENToFTHECOMPENSATIONCOMMITTEE OF THE BOAR-D OF DIRECTORS OF LAWSON PRODUCTS,INC' December -,2020 The resolutions rjescribed below are hereb,v consented.

February 26, 2021 EX-4

Description of common stock.

EX-4 2 exhibit4.htm EX-4 DESCRIPTION OF COMMON STOCK The following summary is a description of the material terms of the common stock (“common stock”) of Lawson Products, Inc. (referred to herein as “we”, “us” or “our”). This summary is not meant to be complete and is qualified by reference to the applicable provisions of the Delaware General Corporation Law (“DGCL”) and our certificate of incorpo

February 26, 2021 EX-21

Subsidiaries of the Company.

EX-21 5 ex212020.htm EX-21 EXHIBIT 21 SUBSIDIARIES OF THE COMPANY Name Jurisdiction of Incorporation Lawson Products, Inc. Illinois Lawson Products Canada Inc. British Columbia, Canada The Bolt Supply House Ltd. Alberta, Canada Subsidiaries, that in the aggregate are not considered significant to the consolidated results of the Company at the end of December 31, 2020, have been omitted

February 26, 2021 EX-10.24

Amendment to the Lawson Products, Inc. 2009 Equity Compensation Plan (as Amended and Restated Effective May 14, 2019), dated December 23, 2020, incorporated by reference to Exhibit 10.24 to the Company's Annual Report on Form 10-K (File No. 000-10546) for the fiscal year ended December 31, 2020.

EX-10.24 4 exhibit1024equityplan.htm EX-10.24 UNANIMOUSWRITTENCONSENToFTHECOMPENSATIONCOMMITTEE OF THE BOAR-D OF DIRECTORS OF LAWSON PRODUCTS,INC' December -,2020 The resolutions rjescribed below are hereb,v consented.to by the undersigned'O:1ll^lfl:l' the Directors of Lawson products, Inc. (the "Company"). who are members of Compensatton committee of the eou.dorDirectors of the Cornpan.v (t-he "C

February 26, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-10546 LAWSON PRODUCTS,

February 25, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 25, 2021 LAWSON PRODUCTS, INC.

February 25, 2021 EX-99.1

Lawson Products Reports Fourth Quarter and Full Year 2020 Results Improved Performance Continues

EX-99.1 2 a2020q4pr.htm EX-99.1 Lawson Products Reports Fourth Quarter and Full Year 2020 Results Improved Performance Continues CHICAGO, February 25, 2021 - Lawson Products, Inc. (NASDAQ:LAWS) (“Lawson” or the "Company"), a distributor of products and services to the MRO marketplace, today announced results for the fourth quarter and the full year ended December 31, 2020. Summary Financial Highli

February 17, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 15, 2021 LAWSON PRODUCTS, INC.

February 17, 2021 EX-99.1

Lawson Products Announces Board Appointment

EX-99.1 2 d44547dex991.htm EX-99.1 Exhibit 99.1 Lawson Products Announces Board Appointment CHICAGO – February 17, 2021 - Lawson Products, Inc. (NASDAQ: LAWS) (“Lawson” or the “Company”), a distributor of products and services to the MRO marketplace, today announced that Ms. Bianca Martinez Rhodes has been elected to the Company’s Board of Directors. This appointment increases the size of the Boar

February 12, 2021 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 )* Lawson Products Inc/DE (Name of Issuer) Common Stock (Title of Class of Securities) 520776105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 10, 2021 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Lawson Products, Inc.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Lawson Products, Inc. (Name of Issuer) Common Stock, $1 par value (Title of Class of Securities) 520776105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Auth

November 12, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 12, 2020 LAWSON PRODUCTS, INC.

November 12, 2020 EX-99.1

Investor Presentation Third Quarter 2020 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2020 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Lawson Products, In

investordecknovember2020 Investor Presentation Third Quarter 2020 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2020 Lawson Products, Inc.

October 29, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 29, 2020 LAWSON PRODUCTS, INC.

October 29, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For quarterly period ended September 30, 2020 or ☐ Transition Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 LAWSON PRODUCTS, INC.

October 29, 2020 EX-99.1

Lawson Products Announces Third Quarter 2020 Results Recovery Continues

EX-99.1 2 a2020q3pressrelease.htm EX-99.1 Lawson Products Announces Third Quarter 2020 Results Recovery Continues CHICAGO, October 29, 2020 - Lawson Products, Inc. (NASDAQ: LAWS) (“Lawson” or the "Company"), a leading distributor of products and services to the MRO marketplace, today announced results for the third quarter ended September 30, 2020. Third Quarter Summary Financial Highlights Three

September 2, 2020 EX-10.1

First Amendment to Credit Agreement dated August 31, 2020, between the Company and JP Morgan Chase Bank, N.A. as administrative agent, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No. 000-10546) dated September 2, 2020.

Exhibit 10.1 Execution Version First Amendment to Credit Agreement This First Amendment to Credit Agreement (herein, the “Amendment”) is entered into as of August 31, 2020, by and among Lawson Products, Inc., a Delaware corporation (the “Company”), Lawson Products, Inc., an Illinois corporation (“Lawson Illinois”), Baron Divestiture Company, an Illinois corporation (“Baron” and together with the C

September 2, 2020 EX-99.1

Lawson Products Acquires Partsmaster Lawson’s Largest Acquisition in Five Years Expands MRO Scale and Customer Base

Exhibit 99.1 Lawson Products Acquires Partsmaster Lawson’s Largest Acquisition in Five Years Expands MRO Scale and Customer Base CHICAGO, September 1, 2020 - Lawson Products, Inc. (NASDAQ: LAWS) (“Lawson” or the “Company”), a distributor of products and services to the MRO marketplace, today announced the acquisition of PartsmasterTM, a leading maintenance, repair and operations (MRO) solutions pr

September 2, 2020 EX-2.1

Asset Purchase Agreement dated as of August 31, 2020 by and among Lawson Products, Inc., an Illinois corporation, NCH Corporation, a Delaware corporation, NCH Canada, Inc., a corporation organized and existing under the laws of Ontario, Canada, and solely for purposes of Section 9.19 thereof, the Company

Exhibit 2.1 EXECUTION VERSION ASSET PURCHASE AGREEMENT dated as of August 31, 2020 by and among LAWSON PRODUCTS, INC. an Illinois corporation NCH CORPORATION a Delaware corporation NCH CANADA, INC. a corporation organized and existing under the laws of Ontario, Canada and solely for purposes of Section ‎9.19 hereof LAWSON PRODUCTS, INC. a Delaware corporation TABLE OF CONTENTS Page Article I CERTA

September 2, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 31, 2020 LAWSON PRODUCTS, INC.

August 5, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 5, 2020 LAWSON PRODUCTS, INC.

August 5, 2020 EX-99.1

Investor Presentation Second Quarter 2020 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2020 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Lawson Products, I

EX-99.1 2 investordeckq22020.htm EX-99.1 Investor Presentation Second Quarter 2020 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2020 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Lawson Products, Inc. "Safe Harbor" Statement under the Securities Litigation Reform Act of 1995: This presentation contains ce

July 30, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 30, 2020 LAWSON PRODUCTS, INC.

July 30, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For quarterly period ended June 30, 2020 or ☐ Transition Report under Section 13 OR 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file Number: 0-10546 LAWSON PRODUCTS, INC. (Exac

July 30, 2020 EX-99.1

Lawson Products Announces Second Quarter 2020 Results

Lawson Products Announces Second Quarter 2020 Results CHICAGO, July 30, 2020 - Lawson Products, Inc.

May 21, 2020 EX-99.1

Investor Presentation First Quarter 2020 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2020 Lawson Products, Inc. All rights reserved. Confidential Material, Reproduction, In Whole or in Part, Prohibited. Lawson Products, In

investordeckmay2020 Investor Presentation First Quarter 2020 Presenters: Michael DeCata, President & CEO Ronald Knutson, EVP & CFO © 2020 Lawson Products, Inc.

May 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 21, 2020 LAWSON PRODUCTS, INC.

May 18, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 18, 2020 LAWSON PRODUCTS, INC.

May 18, 2020 EX-3.2

Amended and Restated By-Laws of the Company, incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K (File No. 000-10546) dated May 18, 2020.

LAWSON PRODUCTS, INC. AMENDED AND RESTATED BY-LAWS AMENDED AND RESTATED AS OF MAY 18, 2020 * * * ARTICLE 1 OFFICES Section 1.1 Registered Office. The registered office of the Corporation shall be maintained in the City of Wilmington, State of Delaware, and the registered agent in charge thereof is The Corporation Trust Company or such other registered agent or location in the State of Delaware as

May 18, 2020 EX-3.1

Amended and Restated Certificate of Incorporation of the Company, incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K (File No. 000-10546) dated May 18, 2020.

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LAWSON PRODUCTS, INC. LAWSON PRODUCTS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Lawson Products, Inc. 2. The original Certificate of Incorporation was filed on April 16, 1982. 3. This Amended and Restated Certificate of I

May 14, 2020 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a2020shvote.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 12, 2020 LAWSON PRODUCTS, INC. (Exact name of registrant as specified in its charter) Delaware 0-10546 36-2229304 (State or other jurisdiction of incorpora

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