STOCK TITAN

Notifications

Limited Time Offer! Get Platinum at the Gold price until January 31, 2026!

Sign up now and unlock all premium features at an incredible discount.

Read more on the Pricing page

[SCHEDULE 13D/A] PC Connection Inc SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary

Amendment No. 11 to a Schedule 13D updates beneficial ownership information for PC Connection, Inc. (CNXN). As of the close of business on August 21, 2025 the filing reports that Patricia Gallup, through direct holdings and her roles as trustee/executor of several trusts and an estate, may be deemed to beneficially own 13,782,533 shares, representing 54.4% of the 25,326,048 shares outstanding. The filing breaks out holdings: 4,450,345 shares directly held by Ms. Gallup, 6,879,962 held by the David Hall Trust 2003, 2,000,000 in the Abbott Brook Trust, 275,000 in the North Branch Trust, and 162,093 held by the Estate. The amendment states recent issuer repurchases between March and August 2025 reduced shares outstanding and thereby passively increased the reporting persons’ ownership percentages. The filing includes a joint filing agreement as an exhibit.

Positive
  • Majority ownership (54.4%) by related parties provides continuity and potential stability in corporate strategy
  • Full disclosure of trust and estate holdings and trustee roles increases transparency for investors
  • Repurchase details disclosed clarify that ownership percentage rose passively due to fewer shares outstanding
Negative
  • Highly concentrated ownership (54.4%) significantly limits public float and may reduce liquidity for other shareholders
  • Concentrated voting power could constrain minority shareholder influence on governance and corporate actions

Insights

TL;DR: The filing shows majority ownership (54.4%) by related parties, signaling continued control and limited public float.

Patricia Gallup and affiliated trusts collectively control a majority stake in CNXN, which is material for investors because it implies concentrated voting power and potential influence over strategic decisions, board composition and corporate actions. The reported passive increase arose from the issuer's share repurchases, not new purchases by the reporting persons, so the ownership change reflects shrinking float rather than active accumulation. For valuation or liquidity analysis, note the 54.4% aggregate stake and the direct trust holdings of 6.88 million and 2.0 million shares, which meaningfully reduce freely traded supply.

TL;DR: Majority ownership through family trusts indicates sustained control and governance continuity, with attendant minority-holder considerations.

The structure—direct holdings plus multiple trusts and an estate under Ms. Gallup’s control—creates a stable controlling bloc, which can enable long-term strategy but also concentrates decision-making. The filing explicitly discloses trustee roles and disclaimers of beneficial ownership for certain spouse/Trust-held shares where stated. The passive ownership increase due to repurchases is transparent in the amendment. Investors should note the existence of a joint filing agreement and the explicit percentages: 54.4% aggregate, 27.2% for the David Hall Trust 2003, and 7.9% for Abbott Brook Trust.






If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D




Comment for Type of Reporting Person:
The share amount in rows 8, 10, and 11 includes (i) 4,450,345 shares of common stock, par value $0.01 per share ("Common Stock"), of PC Connection, Inc., a Delaware corporation (the "Issuer") held by Ms. Gallup, (ii) 6,879,962 shares of the Issuer's Common Stock held by an irrevocable trust of which Ms. Gallup is the sole trustee and sole lifetime beneficiary of the shares held by such trust (the "David Hall Trust 2003"), (iii) 162,093 shares of the Issuer's Common Stock held by The Estate of David McLellan Hall, for which Ms. Gallup serves as executor (the "Estate"), (iv) 275,000 shares of the Issuer's Common Stock held by an irrevocable trust formed under the laws of the state of New Hampshire of which Ms. Gallup is the sole trustee (the "North Branch Trust"), (v) 2,000,000 shares of the Issuer's Common Stock held by a grantor retained annuity trust of which Patricia Gallup is the sole trustee and sole annuitant (the "Abbott Brook Trust"), and (vi) 15,133 shares of the Issuer's Common Stock held by Ms. Gallup's spouse, as to which Ms. Gallup disclaims beneficial ownership. The percentage in row 13 is based upon 25,326,048 shares of the Issuer's Common Stock outstanding on August 21, 2025, based upon information provided by the Issuer.


SCHEDULE 13D




Comment for Type of Reporting Person:
On September 16, 2024, for estate planning purposes, Patricia Gallup contributed 2,000,000 shares of Common Stock to the Abbott Brook Trust for no consideration. Under the trust agreement establishing the Abbott Brook Trust, Ms. Gallup serves as sole trustee of the Abbott Brook Trust. The percentage in row 13 is based upon 25,326,048 shares of the Issuer's Common Stock outstanding on August 21, 2025, based upon information provided by the Issuer.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Estate, on March 13, 2023, transferred 6,879,962 shares of the Issuer's Common Stock to the David Hall Trust 2003 at the direction of Ms. Gallup, in her capacity as executor, for no consideration in order to facilitate the administration of certain assets of the Estate. Ms. Gallup serves as the sole trustee and is the sole lifetime beneficiary of the shares held by the David Hall Trust 2003. The percentage in row 13 is based upon 25,326,048 shares of the Issuer's Common Stock outstanding on August 21, 2025, based upon information provided by the Issuer.


SCHEDULE 13D


Patricia Gallup
Signature:/s/ Patricia Gallup
Name/Title:Patricia Gallup
Date:08/25/2025
Abbott Brook Trust
Signature:/s/ Patricia Gallup
Name/Title:Patricia Gallup, as Trustee
Date:08/25/2025
David Hall Trust 2003
Signature:/s/ Patricia Gallup
Name/Title:Patricia Gallup, as Trustee
Date:08/25/2025

FAQ

How many PC Connection (CNXN) shares does Patricia Gallup beneficially own?

As of August 21, 2025 Patricia Gallup may be deemed to beneficially own 13,782,533 shares, representing 54.4% of outstanding shares.

What trusts hold CNXN stock related to Patricia Gallup and how many shares do they own?

The filing shows the David Hall Trust 2003 owns 6,879,962 shares and the Abbott Brook Trust owns 2,000,000 shares; other trusts and an estate hold additional shares.

Did the reporting persons purchase additional shares to increase ownership percentage?

No. The amendment states the ownership percentage passively increased due to the Issuer's share repurchases from March through August 2025 which reduced outstanding shares.

What percentage of CNXN does the David Hall Trust 2003 represent?

The David Hall Trust 2003 directly and beneficially owned 6,879,962 shares, representing 27.2% of the class as of August 21, 2025.

Is there an agreement among the reporting persons?

Yes. The filing lists a Joint Filing Agreement dated August 25, 2025, included as an exhibit to the amendment.
Pc Connection Inc

NASDAQ:CNXN

CNXN Rankings

CNXN Latest News

CNXN Latest SEC Filings

CNXN Stock Data

1.54B
11.00M
56.12%
42.91%
1.18%
Electronics & Computer Distribution
Retail-catalog & Mail-order Houses
Link
United States
MERRIMACK