Gms Inc SEC Filings

GMS Inc. was acquired in a merger with The Home Depot, Inc. under a Merger Agreement dated June 29, 2025. On 09/04/2025 Merger Sub completed a cash tender offer and merged into GMS, and each GMS share was converted into the right to receive $110.00 per share in cash. The reporting person, John C. Turner Jr., had 80,116 shares disposed for $110 per share and, immediately prior to the effective time, all outstanding restricted stock units and stock options were cancelled or converted per the merger terms: several RSUs were cancelled for cash and certain Rollover RSUs were converted into Home Depot RSUs, while stock options were cashed out for $110.00 minus exercise price. Following the transactions the filing shows 0 shares beneficially owned. The form is signed by an attorney-in-fact on 09/08/2025.

George T. Hendren, SVP and Chief Operating Officer of GMS Inc. (GMS), completed transactions tied to The Home Depot, Inc.'s acquisition of GMS. On 09/04/2025 Merger Sub completed a cash tender offer and merged with GMS under a Merger Agreement, and tendered shares were paid $110.00 per share in cash. The reporting person tendered 21,675 shares and separately disposed of 2,458 shares at $110.00, leaving 0 shares of GMS common stock beneficially owned after the transactions. Outstanding restricted stock units and stock options were cancelled or converted according to the Merger Agreement: non-rollover RSUs were cashed out at $110.00 each, rollover RSUs were converted into Parent restricted stock units on a formula basis, and stock options were converted into cash equal to $110.00 less the exercise price.

Leigh R. Dobbs, Chief Human Resources Officer of GMS Inc. (GMS) reported transactions tied to the completion of a merger with The Home Depot. On 09/04/2025 Merger Sub completed a cash tender offer at $110.00 per share and then merged with GMS. The reporting person tendered 3,014 shares for cash. All outstanding restricted stock units (RSUs) and stock options were cancelled immediately prior to the merger and converted into cash payments: RSUs were converted to $110.00 per unit less taxes; stock options were cashed out at $110.00 minus each option's exercise price less taxes. The filing shows the reporting person owned 0 shares after these transactions.

Scott M. Deakin, SVP and Chief Financial Officer of GMS Inc., reported transactions tied to the Merger with The Home Depot. On 09/04/2025 Merger Sub completed a cash tender offer and merged into GMS, and outstanding GMS common shares, restricted stock units and stock options were converted to cash at $110.00 per share (less applicable withholding). The Form 4 shows the Reporting Person disposed of 23,847 shares in the tender at $110.00 and held 0 shares of common stock after the transactions. The filing notes inclusion of 35 shares acquired via the Employee Stock Purchase Plan and describes cancellation and cash-out treatment of RSUs and options based on the Merger Agreement.

William Forrest Bell, Vice President and Chief Accounting Officer of GMS Inc. (GMS), reported transactions tied to The Home Depot, Inc.'s merger closing on 09/04/2025. He disposed of 751 shares of GMS common stock that were tendered in the cash offer at $110.00 per share. In connection with the merger, outstanding restricted stock units (RSUs) and stock options were cancelled and converted into cash: RSUs of 334, 540, and 1,871 units (each converted to $110.00 cash less tax withholding), and stock options totaling 11,503 options across multiple strike prices, each converted to a cash payment equal to $110.00 less the applicable exercise price and withholding. The Form 4 reflects these merger-related cash settlements rather than open-market trading.

GMS Inc. insider Craig D. Apolinsky reported changes tied to the completed merger with The Home Depot. On 09/04/2025 Merger Sub completed a cash tender offer and merged into GMS, with tendered common shares purchased at $110.00 per share in cash. Mr. Apolinsky reported disposition of 15,966 shares tendered for $110 each. Outstanding restricted stock units and stock options were cancelled immediately prior to the merger and converted into cash payments: RSUs converted at $110.00 per unit and options converted into cash equal to $110.00 minus the applicable exercise price, with applicable tax withholding.

GMS Inc. director William Bradley Southern reported transactions tied to The Home Depot's acquisition of GMS. On 09/04/2025 Merger Sub completed a cash tender offer and merged into GMS under the Merger Agreement dated June 29, 2025. Mr. Southern had 1,776 shares of GMS common stock tendered and disposed of at $110.00 per share for cash, leaving 0 shares reported following the transaction. Additionally, 1,141 restricted stock units were cancelled and converted into the right to receive $110.00 per unit in cash less applicable withholding, resulting in 0 underlying shares remaining.

GMS Inc. insider Form 4: The filing reports that J. David Smith, a director of GMS Inc. (GMS), had 33,857 shares of common stock tendered and sold for $110.00 per share in connection with The Home Depot-led merger completed September 4, 2025. The tendered shares generated a cash payout at $110.00 per share. Additionally, 1,141 restricted stock units were cancelled and converted into the right to receive $110.00 in cash (subject to tax withholding) under the Merger Agreement. The transactions were effected under the Agreement and Plan of Merger dated June 29, 2025, in which Merger Sub completed a cash tender offer and merged into GMS.