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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 Hillman Solutions Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 29, 2025 |
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 27, 2025 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. |
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| August 5, 2025 |
Exhibit 107 Calculation of Filing Fee Tables S-3 Hillman Solutions Corp. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial |
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| August 5, 2025 |
Exhibit 107 Calculation of Filing Fee Tables S-8 Hillman Solutions Corp. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0.0001 per share Other 3,800,000 $ 8.08 $ 30,704,000 0.0001531 $ 4,700.7 |
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| August 5, 2025 |
Hillman Reports Second Quarter 2025 Results Raises mid-point of 2025 Net Sales and Adj. |
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| August 5, 2025 |
As filed with the Securities and Exchange Commission on August 5, 2025 Registration No. |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 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 001-39609 Hillman Solutions Corp |
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| August 5, 2025 |
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 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. E |
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| August 5, 2025 |
As filed with the Securities and Exchange Commission on August 5, 2025 Registration No. |
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| August 5, 2025 |
Exhibit 4.3 HILLMAN SOLUTIONS CORP., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20 Debt Securities i Table Of Contents Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certificate 8 S |
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| August 5, 2025 |
Hillman’s Board of Directors Approves $100 Million Share Repurchase Program Share Repurchase Program is Hillman’s first since becoming public in 2021 CINCINNATI, August 5, 2025 - Hillman Solutions Corp. |
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| August 5, 2025 |
hillmanq22025earningscal Quarterly Earnings Results Presentation Q2 2025 - August 5, 2025 2 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout Forward Looking Statements This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| June 3, 2025 |
Ex. 10.2 Final Version HILLMAN SOLUTIONS CORP. 2021 EMPLOYEE STOCK PURCHASE PLAN As Amended on June 3, 2025 1.Defined Terms Exhibit A, which is incorporated by reference, defines the terms used in the Plan and sets forth certain operational rules related to those terms. 2.Purpose of Plan The Plan is intended to enable Eligible Employees to use payroll deductions to purchase shares of Stock in offe |
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| June 3, 2025 |
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 3, 2025 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 3, 2025 |
Hillman Solutions Corp. 2021 Equity Incentive Plan, as amended on June Ex. 10.1 Final Version HILLMAN SOLUTIONS CORP. 2021 EQUITY INCENTIVE PLAN As Amended on June 3, 2025 1.DEFINED TERMS Exhibit A, which is incorporated by reference, defines certain terms used in the Plan and includes certain operational rules related to those terms. 2.PURPOSE; EFFECTIVE DATE The Plan has been established to advance the interests of the Company by providing for the grant to Particip |
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| June 2, 2025 |
Exhibit 1.01 HILLMAN SOLUTIONS CORP. CONFLICT MINERALS REPORT FOR THE YEAR ENDED DECEMBER 28, 2024 This report for the year ended December 28, 2024, is presented to comply with Rule 13p-l under the Securities Exchange Act of 1934, as amended (the "Rule"). The Rule was adopted by the Securities and Exchange Commission ("SEC") to implement reporting and disclosure requirements related to conflict mi |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 1-39609 85-2096734 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 1280 Kemper Meadow Drive 45240 (Address of principal executiv |
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| April 29, 2025 |
Form of Restricted Stock Unit Agreement under the Hillman Solutions Corp. 2021 Equity Incentive Plan Exhibit 10.2 Name: Number of Restricted Stock Units: Date of Grant: Vesting Dates: The first three anniversaries of the Date of Grant. HILLMAN SOLUTIONS CORP. 2021 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT This agreement (this “Agreement”) evidences a grant (the “Award”) of Restricted Stock Units (“RSUs”) by Hillman Solutions Corp. (the “Company”) to the individual named above (the “Pa |
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| April 29, 2025 |
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): April 29, 2025 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. |
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| April 29, 2025 |
Hillman Reports First Quarter 2025 Results Hillman Reports First Quarter 2025 Results CINCINNATI, April 29, 2025 - Hillman Solutions Corp. |
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| April 29, 2025 |
Quarterly Earnings Results Presentation Q1 2025 - April 29, 2025 2 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout Forward Looking Statements This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| April 29, 2025 |
Exhibit 10.1 Name: Number of Performance Stock Units at Target: Date of Grant: Vesting Date(s): The [●] anniversary of the Date of Grant HILLMAN SOLUTIONS CORP. 2021 EQUITY INCENTIVE PLAN PERFORMANCE STOCK UNIT AGREEMENT This agreement (this “Agreement”) evidences a grant (the “Award”) of Performance Stock Units (“PSUs”) by Hillman Solutions Corp. (the “Company”) to the individual named above (the |
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| April 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 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 001-39609 Hillman Solutions Cor |
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| April 21, 2025 |
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 |
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| February 20, 2025 |
[EXECUTION] AMENDMENT NO. 6 This Amendment No. 6, dated as of October 10, 2024 (this “Amendment”), is entered into by and among The Hillman Companies, Inc., a Delaware corporation (as successor in merger to Hillman Investment Company) (“Holdings”), The Hillman Group, Inc., a Delaware corporation (the “US Borrower”), The Hillman Group Canada ULC, a British Columbia unlimited liability company (the |
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| February 20, 2025 |
Execution Version AMENDMENT NO. 3 This Amendment No. 3, dated as of January 14, 2025 (this “Amendment”), is entered into by and among The Hillman Companies, Inc., a Delaware corporation (as successor in merger to Hillman Investment Company) (“Holdings”), The Hillman Group, Inc., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Lenders party hereto and Jefferies Finance LLC ( |
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| February 20, 2025 |
List of Subsidiaries (filed herewith). (As of December EXHIBIT 21.1 SUBSIDIARIES - As of December 28, 2024 HMAN Group Holdings Inc. Incorporated in the State of Delaware The Hillman Companies Inc. Incorporated in the State of Delaware The Hillman Group, Inc. Incorporated in the State of Delaware SunSource Integrated Services de Mexico S.A. de C.V. Incorporated in Ciudad de Mexico, Mexico SunSub C Inc. Incorporated in the State of Delaware The Hillman |
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| February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2024 ☐ 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 001-39609 Hillman Solutions Corp. (Exac |
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| February 18, 2025 |
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): February 18, 2025 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R. |
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| February 18, 2025 |
Hillman Reports Record Fourth Quarter 2024 Results; Provides 2025 Guidance Hillman Reports Record Fourth Quarter 2024 Results; Provides 2025 Guidance CINCINNATI, February 18, 2025 - Hillman Solutions Corp. |
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| February 18, 2025 |
Quarterly Earnings Results Presentation Q4 2024 (February 2025) PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| February 12, 2025 |
February 12, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N. |
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| January 31, 2025 |
January 31, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N. |
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| January 3, 2025 |
January 03, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street NE Washington, D. |
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| November 5, 2024 |
Hillman - Randall Fagundo - Consulting Agreement - Signed Exhibit 10.2 - Randall Fagundo Consulting Agreement CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (“Agreement”) is entered into as of September 1, 2024, between The Hillman Group, Inc., a Delaware corporation (the “Company”), and Randall Fagundo (“Consultant”). RECITALS WHEREAS, the Company desires to retain Consultant to provide to the Company certain consulting services as described herein; and |
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| November 5, 2024 |
Quarterly Earnings Presentation Q3 2024 November 5, 2024 2Earnings Presentation Q3 2024 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout All statements made in this presentation that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 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 001-39609 Hillman Solutions |
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| November 5, 2024 |
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 5, 2024 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S |
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| November 5, 2024 |
Hillman Reports Third Quarter 2024 Results Hillman Reports Third Quarter 2024 Results CINCINNATI, November 5, 2024 - Hillman Solutions Corp. |
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| November 5, 2024 |
Hillman - Randall Fagundo - Separation Agreement - Signed Exhibit 10.1 - Randall Fagundo Separation Agreement CONFIDENTIAL SEPARATION AGREEMENT This Confidential Separation Agreement (“Agreement”) is entered into by The Hillman Group, Inc., and its predecessors, subsidiaries, successors, assigns, affiliates, shareholders, officers, directors, agents, legal representatives, employees, benefit plans, and their administrators and trustees (collectively, “Co |
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| October 7, 2024 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* Hillman Solutions Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 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 001-39609 Hillman Solutions Corp |
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| August 6, 2024 |
Quarterly Earnings Presentation Q2 2024 August 6, 2024 2Earnings Presentation Q2 2024 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout All statements made in this presentation that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. |
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| August 6, 2024 |
EX-10.2 2 ex102-hillmanxamendmentno5.htm EX-10.2 Exhibit 10.2 - Execution Version AMENDMENT NO. 5 This Amendment No. 5, dated as of June 27, 2024 (this “Amendment”), is entered into by and among The Hillman Companies, Inc., a Delaware corporation (as successor in merger to Hillman Investment Company) (“Holdings”), The Hillman Group, Inc., a Delaware corporation (the “US Borrower”), The Hillman Gro |
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| August 6, 2024 |
Final Version EXHIBIT A TO AMENDMENT NO. 5 Conformed Credit Agreement reflecting changes pursuant to Amendment No. 5, dated as of June 27, 2024 ABL CREDIT AGREEMENT Dated as of May 31, 2018 as amended as of November 15, 2019, as further amended and restated as of July 14, 2021, and as further amended and restated as of July 29, 2022, and as further amended as of June 27, 2024 among THE HILLMAN GRO |
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| August 6, 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 1, 2024 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. |
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| August 6, 2024 |
Hillman Announces Leadership Succession Plans: COO Jon Michael Adinolfi to be Appointed as Next CEO; CEO Doug Cahill to Become Executive Chairman CINCINNATI, August 6, 2024 - Hillman Solutions Corp. |
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| August 6, 2024 |
Hillman Reports Second Quarter 2024 Results Hillman Reports Second Quarter 2024 Results CINCINNATI, August 6, 2024 - Hillman Solutions Corp. |
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| June 13, 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): June 7, 2024 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 13, 2024 |
2021 Equity Incentive Plan, as amended on June 7, 2024 HILLMAN SOLUTIONS CORP. 2021 EQUITY INCENTIVE PLAN As Amended on June 7, 2024 1.DEFINED TERMS Exhibit A, which is incorporated by reference, defines certain terms used in the Plan and includes certain operational rules related to those terms. 2.PURPOSE; EFFECTIVE DATE The Plan has been established to advance the interests of the Company by providing for the grant to Participants of Stock and Stock |
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| June 13, 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): June 7, 2024 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 13, 2024 |
Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF HILLMAN SOLUTIONS CORP. June 7, 2024 Article I OFFICES Section I.1Registered Office. The registered office of Hillman Solutions Corp. (the “Corporation”) within the State of Delaware shall be located at either: (a) the principal place of business of the Corporation in the State of Delaware; or (b) the office of the corporation or individual acting |
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| June 13, 2024 |
Exhibit 3.1 FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF HILLMAN SOLUTIONS CORP. June 7, 2024 Hillman Solutions Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), which was formerly known as Landcadia Holdings III, Inc., DOES HEREBY CERTIFY AS FOLLOWS: 1. The Corporation was initially formed as Automalyst LLC (the “LLC”), a Delaw |
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| May 23, 2024 |
Exhibit 1.01 HILLMAN SOLUTIONS CORP. CONFLICT MINERALS REPORT FOR THE YEAR ENDED DECEMBER 30, 2023 This report for the year ended December 30, 2023, is presented to comply with Rule 13p-l under the Securities Exchange Act of 1934, as amended (the "Rule"). The Rule was adopted by the Securities and Exchange Commission ("SEC") to implement reporting and disclosure requirements related to conflict mi |
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| May 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 1-39609 85-2096734 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 1280 Kemper Meadow Drive 45240 (Address of principal executiv |
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| May 7, 2024 |
Quarterly Earnings Presentation Q1 2024 May 7, 2024 2Earnings Presentation Q1 2024 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout All statements made in this presentation that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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 001-39609 Hillman Solutions Cor |
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| May 7, 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): May 7, 2024 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. Emp |
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| May 7, 2024 |
Hillman Reports First Quarter 2024 Results Hillman Reports First Quarter 2024 Results CINCINNATI, May 7, 2024 - Hillman Solutions Corp. |
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| April 23, 2024 |
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 |
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| April 4, 2024 |
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 |
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| March 26, 2024 |
Exhibit 10.1 Execution Version AMENDMENT NO. 2 This Amendment No. 2, dated as of March 26, 2024 (this “Amendment”), is entered into by and among The Hillman Companies, Inc., a Delaware corporation (as successor in merger to Hillman Investment Company) (“Holdings”), The Hillman Group, Inc., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors, the Lenders party hereto and Jefferies Fi |
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| March 26, 2024 |
Hillman Successfully Reprices Senior Term Loan Lowering Interest Expense Ex. 99.1 Hillman Successfully Reprices Senior Term Loan Lowering Interest Expense CINCINNATI, March 26, 2024 – Hillman Solutions Corp. (Nasdaq: HLMN) (the “Company” or “Hillman”), a leading provider of hardware products and merchandising solutions, successfully repriced its existing $752 million Term Loan due July 14, 2028. The repricing reduces Hillman’s interest rate margin by 25 basis points to |
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| March 26, 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): March 26, 2024 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission |
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| February 22, 2024 |
Hillman Solutions Corp. Insider Trading Policy, EXHIBIT 19.1 HILLMAN SOLUTIONS CORP. INSIDER TRADING POLICY (Last revised November 2, 2023) Purpose This Insider Trading Policy (the “Policy”) provides guidelines with respect to transactions in the securities of Hillman Solutions Corp. (the “Company”) and the handling of confidential information about the Company and the companies with which the Company engages in transactions or does business. T |
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| February 22, 2024 |
Quarterly Earnings Presentation Q4 2023 February 22, 2024 2Earnings Presentation Q4 2023 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| February 22, 2024 |
Hillman Reports Fourth Quarter 2023 Results; Provides 2024 Guidance Hillman Reports Fourth Quarter 2023 Results; Provides 2024 Guidance CINCINNATI, February 22, 2024 - Hillman Solutions Corp. |
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| February 22, 2024 |
Hillman Solutions Corp. Compensation Recovery Policy, dated November 2, 2023 EXHIBIT 97 HILLMAN SOLUTIONS CORP. COMPENSATION RECOVERY POLICY (Adopted as of November 2, 2023) 1. Introduction. The Board of Directors (the “Board”) of Hillman Solutions Corp. (the “Company”) has adopted this Compensation Recovery Policy (the “Policy”), which provides for the recovery of certain executive compensation in the event of an accounting restatement resulting from material noncomplianc |
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| February 22, 2024 |
List of Subsidiaries (filed herewith). (As of December 3 EXHIBIT 21.1 SUBSIDIARIES - As of December 30, 2023 HMAN Group Holdings Inc. Incorporated in the State of Delaware The Hillman Companies Inc. Incorporated in the State of Delaware The Hillman Group, Inc. Incorporated in the State of Delaware SunSource Integrated Services de Mexico S.A. de C.V. Incorporated in Ciudad de Mexico, Mexico SunSub C Inc. Incorporated in the State of Delaware The Hillman |
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| February 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2023 ☐ 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 001-39609 Hillman Solutions Corp. (Exac |
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| February 22, 2024 |
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): February 22, 2024 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R. |
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| February 14, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) Information to be included in statements filed pursuant to §240.13d–1(b), (c), and (d) and amendments thereto filed pursuant to §240.13d–2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) Hillman Solutions Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) |
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| February 14, 2024 |
EXHIBIT 99.1 JOINT FILING AGREEMENT This will confirm the agreement by and among all the undersigned that the Schedule 13G filed on or about this date and any amendments thereto with respect to the beneficial ownership by the undersigned of shares of Common Stock, $0.0001 par value per share, of Hillman Solutions Corp. is being filed on behalf of each of the undersigned in accordance with Rule 13d |
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| February 13, 2024 |
US4316361090 / Hillman Solutions Corp. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01120-hillmansolutionscorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Hillman Solutions Corp Title of Class of Securities: Common Stock CUSIP Number: 431636109 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to |
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| February 13, 2024 |
SC 13G/A 1 fp0086862-27sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* HILLMAN SOLUTIONS CORP (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 4316361 |
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| January 23, 2024 |
SC 13G/A 1 HillmanSolutionsCorp.htm FILING HILLMAN SOLUTIONS CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* Hillman Solutions Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) December 29, 2023 (Date of Event Which Requires |
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| November 8, 2023 |
Hillman Solutions Corp. Executive Severance Plan, dated November 2, 2023 Exhibit 10.1 HILLMAN SOLUTIONS CORP. EXECUTIVE SEVERANCE PLAN Adopted as of November 2, 2023 Hillman Solutions Corp. (the “Company”) has adopted this Hillman Solutions Corp. Executive Severance Plan, including the attached Exhibits (the “Plan”), for the benefit of Participants (as defined below) on the terms and conditions hereinafter stated. The Plan, as set forth herein, is intended to provide s |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 001-39609 Hillman Solutions |
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| November 8, 2023 |
Hillman Reports Third Quarter 2023 Results Hillman Reports Third Quarter 2023 Results CINCINNATI, November 8, 2023 - Hillman Solutions Corp. |
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| November 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8K 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 8, 2023 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I. |
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| November 8, 2023 |
Quarterly Earnings Presentation Q3 2023 November 8, 2023 2Earnings Presentation Q3 2023 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout All statements made in this presentation that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 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 001-39609 Hillman Solutions Corp. |
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| August 8, 2023 |
Hillman Reports Second Quarter 2023 Results Hillman Reports Second Quarter 2023 Results CINCINNATI, August 8, 2023 - Hillman Solutions Corp. |
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| August 8, 2023 |
hillmanq22023earningscal Quarterly Earnings Presentation Q2 2023 August 8, 2023 2Earnings Presentation Q2 2023 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout All statements made in this presentation that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. |
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| August 8, 2023 |
Exhibit A – Amended Term Loan Credit Agreement Final Version CREDIT AGREEMENT Dated as of July 14, 2021 as amended by that certain Amendment No. |
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| August 8, 2023 |
Execution Version AMENDMENT NO. 1 This Amendment No. 1, dated as of June 30, 2023 (this “Amendment”), is entered into by and among The Hillman Companies, Inc., a Delaware corporation (as successor in merger to Hillman Investment Company) (“Holdings”), The Hillman Group, Inc., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors and Jefferies Finance LLC, in its capacity as administra |
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| August 8, 2023 |
Execution Version AMENDMENT NO. 4 This Amendment No. 4, dated as of April 25, 2023 (this “Amendment”), is entered into by and among The Hillman Companies, Inc., a Delaware corporation (as successor in merger to Hillman Investment Company) (“Holdings”), The Hillman Group, Inc., a Delaware corporation (the “US Borrower”), The Hillman Group Canada ULC, a British Columbia unlimited liability company ( |
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| August 8, 2023 |
8K 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 8, 2023 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R. |
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| June 6, 2023 |
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 31, 2023 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 6, 2023 |
Hillman Promotes Jon Michael Adinolfi to Chief Operating Officer Hillman Promotes Jon Michael Adinolfi to Chief Operating Officer CINCINNATI, June 5, 2023 – Hillman Solutions Corp. |
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| June 6, 2023 |
Hillman Appoints Diane Honda to Board of Directors Sets Size of Board to Nine Directors, Eight of Which are Independent CINCINNATI, June 1, 2023 - Hillman Solutions Corp. |
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| May 30, 2023 |
OMB APPROVAL OMB Number: 3235-0697 Expires: July 31, 2024 Estimated average burden hours per response. |
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| May 30, 2023 |
Exhibit 1.01 HILLMAN SOLUTIONS CORP. CONFLICT MINERALS REPORT FOR THE YEAR ENDED DECEMBER 31, 2022 This report for the year ended December 31, 2022, is presented to comply with Rule 13p-l under the Securities Exchange Act of 1934, as amended (the "Rule"). The Rule was adopted by the Securities and Exchange Commission ("SEC") to implement reporting and disclosure requirements related to conflict mi |
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| May 17, 2023 |
US4316361090 / Hillman Solutions Corp. / CCMP Capital, LLC - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| May 15, 2023 |
Regulation FD Disclosure, 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): May 10, 2023 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 15, 2023 |
Hillman Closes Secondary Offering of Common Stock by Selling Stockholders Hillman Closes Secondary Offering of Common Stock by Selling Stockholders CINCINNATI, May 15, 2023 – Hillman Solutions Corp. |
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| May 15, 2023 |
as representatives of the Underwriters, and the Selling Stockholders Execution Version 22,455,000 Shares HILLMAN SOLUTIONS CORP. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENT May 10, 2023 May 10, 2023 Jefferies LLC As representative of the several Underwriters (the “Representative”) c/o Jefferies LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Certain stockholders named in Schedule I hereto (the “Selling Stockholders”) of Hi |
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| May 12, 2023 |
Hillman Announces Directors from Private Equity Firm Step Down from Board Following Final Share Sale Hillman Announces Directors from Private Equity Firm Step Down from Board Following Final Share Sale CINCINNATI, May 12, 2023 – Hillman Solutions Corp. |
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| May 12, 2023 |
22,455,000 Shares Hillman Solutions Corp. Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(7) Registration File No. 333-258823 PROSPECTUS SUPPLEMENT (to Prospectus dated August 5, 2022) 22,455,000 Shares Hillman Solutions Corp. Common Stock The selling securityholder named in this prospectus supplement (the “Selling Securityholder”) is offering 22,455,000 shares of our common stock. We will not receive any proceeds from the sale of our c |
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| May 12, 2023 |
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 12, 2023 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 10, 2023 |
22,455,000 Shares Hillman Solutions Corp. Common Stock TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed. |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 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 001-39609 Hillman Solutions Corp |
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| May 9, 2023 |
Hillman Reports First Quarter 2023 Results Hillman Reports First Quarter 2023 Results CINCINNATI, May 9, 2023 - Hillman Solutions Corp. |
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| May 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8K 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 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. |
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| May 9, 2023 |
Quarterly Earnings Presentation Q1 2023 May 9, 2023 2Earnings Presentation Q1 2023 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout All statements made in this presentation that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. |
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| April 19, 2023 |
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 |
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| March 7, 2023 |
US4316361090 / Hillman Solutions Corp. / CCMP Capital, LLC - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| March 3, 2023 |
Hillman Closes Secondary Offering of Common Stock by Selling Stockholders; Underwriters Fully Exercise Overallotment Option CINCINNATI, March 3, 2023 – Hillman Solutions Corp. |
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| March 3, 2023 |
EX-1.1 2 ex11-hlmnunderwritingagree.htm EX-1.1 Execution Version 25,000,000 Shares HILLMAN SOLUTIONS CORP. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENT February 28, 2023 |US-DOCS\139195681.10|| February 28, 2023 Jefferies LLC Robert W. Baird & Co. Incorporated As representatives of the several Underwriters (the “Representatives”) c/o Jefferies LLC 520 Madison Avenue New York, N |
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| March 3, 2023 |
Regulation FD Disclosure, 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): February 28, 2023 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commissi |
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| March 1, 2023 |
25,000,000 Shares Hillman Solutions Corp. Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(7) Registration File No. 333-258823 PROSPECTUS SUPPLEMENT (to Prospectus dated August 5, 2022) 25,000,000 Shares Hillman Solutions Corp. Common Stock The selling securityholder named in this prospectus supplement (the “Selling Securityholder”) is offering 25,000,000 shares of our common stock. We will not receive any proceeds from the sale of our c |
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| February 28, 2023 |
24,000,000 Shares Hillman Solutions Corp. Common Stock TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed. |
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| February 27, 2023 |
Annual Report on Form 10-K for the year ended December 31, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ 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 001-39609 Hillman Solutions Corp. (Exac |
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| February 27, 2023 |
List of Subsidiaries (filed herewith). (As of December EXHIBIT 21.1 SUBSIDIARIES - As of December 31, 2022 HMAN Group Holdings Inc. Incorporated in the State of Delaware The Hillman Companies Inc. Incorporated in the State of Delaware The Hillman Group, Inc. Incorporated in the State of Delaware SunSource Integrated Services de Mexico S.A. de C.V. Incorporated in Ciudad de Mexico, Mexico SunSub C Inc. Incorporated in the State of Delaware The Hillman |
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| February 27, 2023 |
FINAL VERSION HILLMAN SOLUTIONS CORP. NON-EMPLOYEE DIRECTOR DEFERRED COMPENSATION PROGRAM This Hillman Solutions Corp. Non-Employee Director Deferred Compensation Program (this “Program”) has been adopted by the Board to govern the deferral of Restricted Stock Units by Directors pursuant to the Hillman Solutions Corp. 2021 Equity Incentive Plan (the “Equity Plan”) and the Hillman Solutions Corp. N |
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| February 27, 2023 |
Final Version Approved as of December 12, 2022 Name: Number of Restricted Stock Units: Date of Grant: Vesting Date: Earlier of the first anniversary of the Date of Grant or the date of the next annual meeting of stockholders HILLMAN SOLUTIONS CORP. |
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| February 23, 2023 |
Hillman Reports Fourth Quarter 2022 Results; Provides 2023 Guidance Hillman Reports Fourth Quarter 2022 Results; Provides 2023 Guidance CINCINNATI, February 23, 2023 - Hillman Solutions Corp. |
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| February 23, 2023 |
hillmanq42022earningscal Quarterly Earnings Presentation Q4 2022 February 23, 2023 2Earnings Presentation Q4 2022 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| February 23, 2023 |
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): February 23, 2023 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R. |
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| February 14, 2023 |
SC 13G 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* HILLMAN SOLUTIONS CORP (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the approp |
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| February 9, 2023 |
US4316361090 / Hillman Solutions Corp. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SC 13G 1 tv01082-hillmansolutionscorp.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Hillman Solutions Corp. Title of Class of Securities: Common Stock CUSIP Number: 431636109 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule purs |
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| January 9, 2023 |
SC 13G 1 HillmanSolutionsCorp.htm FILING HILLMAN SOLUTIONS CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Hillman Solutions Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Fil |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Hillman Solutions Corp. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 431636109 (CUSIP Number) November 14, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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| November 9, 2022 |
US4316361090 / Hillman Solutions Corp. / CCMP Capital, LLC - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| November 3, 2022 |
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 3, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S |
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| November 3, 2022 |
Hillman Reports Third Quarter 2022 Results Hillman Reports Third Quarter 2022 Results CINCINNATI, November 3, 2022 - Hillman Solutions Corp. |
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| November 3, 2022 |
hillmanq32022earningscal 235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Quarterly Earnings Presentation Q3 2022 2 235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Earnings Presentation Q3 2022 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 24, 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 001-39609 Hillman Solutions |
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| August 5, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) Information to be included in statements filed pursuant to ?240.13d?1(b), (c), and (d) and amendments thereto filed pursuant to ?240.13d?2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Hillman Solutions Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) |
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| August 5, 2022 |
HILLMAN SOLUTIONS CORP. SECONDARY OFFERING OF 101,257,319 SHARES OF COMMON STOCK 424B3 1 tm2222643d1424b3.htm 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-258823 PROSPECTUS HILLMAN SOLUTIONS CORP. SECONDARY OFFERING OF 101,257,319 SHARES OF COMMON STOCK This prospectus relates to the offer and resale, from time to time, by the selling securityholders named in this prospectus (the “Selling Securityholders”), or any of their permitted transferees, of up to 101,257 |
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| August 3, 2022 |
Execution Version Exhibit 10.1 AMENDMENT NO. 3 This Amendment No. 3, dated as of July 29, 2022 (this ?Amendment?), is entered into by and among The Hillman Companies, Inc., a Delaware corporation (as successor in merger to Hillman Investment Company) (?Holdings?), The Hillman Group, Inc., a Delaware corporation (the ?US Borrower?), The Hillman Group Canada ULC, a British Columbia unlimited liabili |
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| August 3, 2022 |
235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Quarterly Earnings Presentation Q2 2022 2 235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Earnings Presentation Q2 2022 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 25, 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 001-39609 Hillman Solutions Corp |
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| August 3, 2022 |
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, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. |
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| August 3, 2022 |
Hillman Reports Second Quarter 2022 Results Exhibit 99.1 Hillman Reports Second Quarter 2022 Results CINCINNATI, August 3, 2022 - Hillman Solutions Corp. (Nasdaq: HLMN) (the ?Company? or ?Hillman?), a leading provider of hardware products and merchandising solutions, reported financial results for the thirteen and twenty-six weeks ended June 25, 2022. Second Quarter 2022 Highlights (Thirteen Weeks Ended June 25, 2022) ?Net sales increased 4 |
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| August 3, 2022 |
HILLMAN SOLUTIONS CORP. Secondary Offering of 144,217,397* Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-258823 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated March 28, 2022) HILLMAN SOLUTIONS CORP. Secondary Offering of 144,217,397* Shares of Common Stock This prospectus supplement amends and supplements the prospectus dated March 28, 2022 (as supplemented or amended from time to time, the ?Prospectus?), which forms a part of our Registration S |
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| August 3, 2022 |
Exhibit 10.2 EXHIBIT A Amended and Restated ABL Credit Agreement ABL CREDIT AGREEMENT Dated as of May 31, 2018 as amended as of November 15, 2019, as further amended and restated as of July 14, 2021, and as further amended and restated as of July 29, 2022 among THE HILLMAN GROUP, INC., as US Borrower, THE HILLMAN GROUP CANADA ULC, as Canadian Borrower, THE HILLMAN COMPANIES, INC., as Holdings, THE |
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| August 2, 2022 |
As filed with the Securities and Exchange Commission on August 2, 2022 POS AM 1 tm2221753d1posam.htm POS AM As filed with the Securities and Exchange Commission on August 2, 2022 Registration No. 333-258823 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-1 ON FORM S-3 REGISTRATION STATEMENT Under The Securities Act of 1933 HILLMAN SOLUTIONS CORP. (Exact name of registrant as specified in its charter) De |
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| June 16, 2022 |
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): June 14, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission F |
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| June 3, 2022 |
June 3, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street NE Washington, D. |
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| May 31, 2022 |
OMB APPROVAL OMB Number: 3235-0697 Expires: July 31, 2024 Estimated average burden hours per response. |
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| May 31, 2022 |
Exhibit 1.01 HILLMAN SOLUTIONS CORP. CONFLICT MINERALS REPORT FOR THE YEAR ENDED DECEMBER 25, 2021 This report for the year ended December 25, 2021 is presented to comply with Rule 13p-l under the Securities Exchange Act of 1934, as amended (the "Rule"). The Rule was adopted by the Securities and Exchange Commission ("SEC") to implement reporting and disclosure requirements related to conflict min |
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| May 3, 2022 |
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 3, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. Emp |
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| May 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 26, 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 001-39609 Hillman Solutions Cor |
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| May 3, 2022 |
HILLMAN SOLUTIONS CORP. Secondary Offering of 144,217,397 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-258823 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated March 28, 2022) HILLMAN SOLUTIONS CORP. Secondary Offering of 144,217,397 Shares of Common Stock This prospectus supplement amends and supplements the prospectus dated March 28, 2022 (as supplemented or amended from time to time, the ?Prospectus?), which forms a part of our Registration St |
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| May 3, 2022 |
Hillman Reports First Quarter 2022 Results Exhibit 99.1 Hillman Reports First Quarter 2022 Results CINCINNATI, May 3, 2022 - Hillman Solutions Corp. (Nasdaq: HLMN) (the ?Company? or ?Hillman?), a leading provider of hardware products and merchandising solutions, reported financial results for the thirteen weeks ended March 26, 2022. First Quarter 2022 Highlights ?Net sales for the first quarter of 2022 increased to $363.0 million compared |
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| May 3, 2022 |
235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Quarterly Earnings Presentation Q1 2022 2 235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Earnings Presentation Q1 2022 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. |
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| April 20, 2022 |
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 |
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| April 19, 2022 |
US4316361090 / Hillman Solutions Corp. / CCMP Capital, LLC - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| April 18, 2022 |
Regulation FD Disclosure, 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): April 12, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission |
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| April 18, 2022 |
Hillman Closes Secondary Offering of Common Stock by Selling Stockholders; Underwriters Fully Exercise Overallotment Option CINCINNATI, April 18, 2022 ? Hillman Solutions Corp. |
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| April 18, 2022 |
efferies LLC and Robert W. Baird & Co. Incorporated, as representatives of the Execution Version 13,000,000 Shares HILLMAN SOLUTIONS CORP. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENT April 12, 2022 1230760198 April 12, 2022 Jefferies LLC Robert W. Baird & Co. Incorporated As representatives of the several Underwriters (the ?Representatives?) c/o Jefferies LLC 520 Madison Avenue New York, New York 10022 c/o Robert W. Baird & Co. Incorporated 777 East Wisc |
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| April 13, 2022 |
13,000,000 Shares Hillman Solutions Corp. Common Stock TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(7)? ?Registration File No. 333-258823? ? ? PROSPECTUS SUPPLEMENT (to Prospectus dated March 28, 2022) 13,000,000 Shares? Hillman Solutions Corp.? Common Stock? The selling securityholders named in this prospectus supplement (the ?Selling Securityholders?) are offering 13,000,000 shares of our common stock. We will not receive any proceeds from the s |
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| April 12, 2022 |
10,000,000 Shares Hillman Solutions Corp. Common Stock TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed. |
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| April 12, 2022 |
Exhibit 99.1 News Release Hillman Reports Preliminary First Quarter 2022 Results; Sets Final First Quarter 2022 Earnings Release and Results Presentation Date Company to issue final first quarter 2022 earnings release pre-market on Tuesday, May 3, 2022 and host results presentation at 8:30 a.m. Eastern Time on the same day. CINCINNATI, April 12, 2022 - Hillman Solutions Corp. (Nasdaq: HLMN) (the ? |
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| April 12, 2022 |
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): April 12, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission |
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| March 29, 2022 |
HILLMAN SOLUTIONS CORP. Secondary Offering of 144,217,397 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-258823 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated March 28, 2022) HILLMAN SOLUTIONS CORP. Secondary Offering of 144,217,397 Shares of Common Stock This prospectus supplement amends and supplements the prospectus dated March 28, 2022 (as supplemented or amended from time to time, the ?Prospectus?), which forms a part of our Registration St |
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| March 29, 2022 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 23, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission |
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| March 29, 2022 |
Exhibit 16.1 March 29, 2022 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Hillman Solutions Corp. (the Company) and, under the date of March 16, 2022, we reported on the consolidated financial statements of the Company as of and for the years ended December 25, 2021 and December 26, 2020. On March 23, 2022, we were dism |
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| March 28, 2022 |
HILLMAN SOLUTIONS CORP. SECONDARY OFFERING OF 144,217,397 SHARES OF COMMON STOCK TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(5)? ?Registration No. 333-258823? PROSPECTUS HILLMAN SOLUTIONS CORP. SECONDARY OFFERING OF 144,217,397 SHARES OF COMMON STOCK This prospectus relates to the offer and sale, from time to time, by the selling securityholders named in this prospectus (the ?Selling Securityholders?), or any of their permitted transferees, of (i) up to an aggregate of 37 |
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| March 21, 2022 |
As filed with the Securities and Exchange Commission on March 21, 2022 Table of Contents As filed with the Securities and Exchange Commission on March 21, 2022 Registration No. |
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| March 21, 2022 |
? Exhibit 10.21 AMENDMENT NO. 2 This Amendment No. 2, dated as of July 14, 2021 (this ?Amendment?), is entered into by and among Hillman Investment Company, a Delaware corporation (?Holdings?), The Hillman Group, Inc., a Delaware corporation (the ?US Borrower?), The Hillman Group Canada ULC, a British Columbia unlimited liability company (the ?Canadian Borrower? and, together with the US Borrower, |
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| March 16, 2022 |
Notice To Holders Of Restricted Stock Units under the Hman Group Holdings Inc. 2014 Equity Incentive Plan July 15, 2021 As you know, HMAN Group Holdings Inc. (?HMAN?) entered into an agreement to consummate a business combination with Landcadia Holdings III, Inc. (?Landcadia?) (the ?Merger?), which occurred on July 14, 2021 (the ?Closing Date?). Following the Merger and in connection with the busi |
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| March 16, 2022 |
Name: Number of Restricted Stock Units subject to Award: Date of Grant: HMAN GROUP HOLDINGS INC. |
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| March 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 25, 2021 ? 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 001-39609 Hillman Solutions Corp. (Exac |
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| March 16, 2022 |
Final Form HILLMAN SOLUTIONS CORP. 2021 EMPLOYEE STOCK PURCHASE PLAN 1.Defined Terms Exhibit A, which is incorporated by reference, defines the terms used in the Plan and sets forth certain operational rules related to those terms. 2.Purpose of Plan The Plan is intended to enable Eligible Employees to use payroll deductions to purchase shares of Stock in offerings under the Plan, and thereby acqui |
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| March 16, 2022 |
Notice To Holders Of Restricted Stock under the Hman Group Holdings Inc. 2014 Equity Incentive Plan July 15, 2021 As you know, HMAN Group Holdings Inc. (?HMAN?) entered into an agreement to consummate a business combination with Landcadia Holdings III, Inc. (?Landcadia?) (the ?Merger?), which occurred on July 14, 2021 (the ?Closing Date?). Following the Merger and in connection with the business c |
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| March 16, 2022 |
Notice To Holders Of Stock Options under the Hman Group Holdings Inc. 2014 Equity Incentive Plan July 15, 2021 As you know, HMAN Group Holdings Inc. (?HMAN?) entered into an agreement to consummate a business combination with Landcadia Holdings III, Inc. (?Landcadia?) (the ?Merger?), which occurred on July 14, 2021 (the ?Closing Date?). Following the Merger and in connection with the business comb |
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| March 16, 2022 |
Final Form HILLMAN SOLUTIONS CORP. 2021 EQUITY INCENTIVE PLAN 1.DEFINED TERMS Exhibit A, which is incorporated by reference, defines certain terms used in the Plan and includes certain operational rules related to those terms. 2.PURPOSE; EFFECTIVE DATE The Plan has been established to advance the interests of the Company by providing for the grant to Participants of Stock and Stock-based Awards. T |
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| March 16, 2022 |
EXHIBIT 21.1 SUBSIDIARIES - As of December 25, 2021 HMAN Group Holdings Inc. Incorporated in the State of Delaware The Hillman Companies Inc. Incorporated in the State of Delaware The Hillman Group, Inc. Incorporated in the State of Delaware SunSource Integrated Services de Mexico S.A. de C.V. Incorporated in Ciudad de Mexico, Mexico SunSub C Inc. Incorporated in the State of Delaware The Hillman |
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| March 16, 2022 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summarizes the terms and provisions of the common stock of Hillman Solutions Corp., a Delaware corporation (the ?Company?), which common stock is registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). The followi |
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| March 16, 2022 |
Execution Version HMAN GROUP HOLDINGS, INC. 2014 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT THIS AGREEMENT (this ?Award Agreement?) is made effective as of [] (the ?Date of Grant?) by and between HMAN Group Holdings, Inc., a Delaware corporation (the ?Company?), and [] (the ?Participant?). Capitalized terms not otherwise defined herein shall have the meanings set forth in the HMAN Grou |
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| March 16, 2022 |
THE HILLMAN GROUP, INC. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made as of April 2010, by and between The Hillman Group, Inc., a Delaware corporation (the "Company"), and Gary Seeds ("Executive"). WHEREAS, upon the consummation of the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of April , 20 I 0, by and among The Hil |
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| March 2, 2022 |
Hillman Solutions Corp. Reports Fourth Quarter and Full Year 2021 Results Exhibit 99.1 News Release Hillman Solutions Corp. Reports Fourth Quarter and Full Year 2021 Results CINCINNATI, March 2, 2022 - Hillman Solutions Corp. (Nasdaq: HLMN) (the ?Company? or ?Hillman?) reported today selected financial results for the year ended December 25, 2021. Fourth Quarter 2021 Highlights ?Net sales for the fourth quarter of 2021 increased 5.3% to $344.5 million as compared to pri |
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| March 2, 2022 |
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 2, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S. E |
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| March 2, 2022 |
235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Investor Presentation Fourth Quarter 2021 103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 2 Safe Harbor Statement Forward Looking Statements PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout 2 This presentation may contain ?forward-looking statements? within the meaning of federal securities laws. |
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| February 22, 2022 |
Financial Statements and Exhibits, Shareholder Director Nominations 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): February 17, 2022 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commissi |
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| February 16, 2022 |
US4316361090 / Hillman Solutions Corp. / Bayberry Capital Partners LP - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Hillman Solutions Corp. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuan |
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| February 14, 2022 |
US4316361090 / Hillman Solutions Corp. / ARISTEIA CAPITAL LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) Hillman Solutions Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 14, 2022 |
EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Select Equity Group, L.P., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
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| February 9, 2022 |
US4316361090 / Hillman Solutions Corp. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) HILLMAN SOLUTIONS CORP. (formerly Landcadia Holdings III, Inc.) (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 431636109 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Ch |
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| January 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-39609 Hillman Solutions Corp. (Exact name of registrant as specified in i |
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| December 30, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2021 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commissi |
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| December 30, 2021 |
Hillman Solutions Corp. Announces Completion of Redemption of All Outstanding Warrants EX-99.1 2 ex99112302021.htm EX-99.1 Exhibit 99.1 News Release Hillman Solutions Corp. Announces Completion of Redemption of All Outstanding Warrants CINCINNATI, Ohio - December 30, 2021 - Hillman Solutions Corp. (NASDAQ: HLMN), (“Hillman” or “the Company”), a leading provider of complete hardware solutions, today announced the completion of the redemption of its outstanding warrants (the “Public W |
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| December 1, 2021 |
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 30, 2021 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commissi |
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| November 22, 2021 |
NOTICE OF REDEMPTION OF ALL OUTSTANDING PUBLIC WARRANTS (CUSIP 431636117) AND PRIVATE WARRANTS Exhibit 99.2 November 22, 2021 NOTICE OF REDEMPTION OF ALL OUTSTANDING PUBLIC WARRANTS (CUSIP 431636117) AND PRIVATE WARRANTS Dear Warrant Holder, Hillman Solutions Corp. (the ?Company?) hereby gives notice that it is redeeming, at 5:00 p.m. New York City time on December 22, 2021 (the ?Redemption Date?), all of the Company?s outstanding warrants (the ?Public Warrants?) to purchase shares of the C |
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| November 22, 2021 |
Hillman Solutions Corp. Announces Redemption of All Outstanding Warrants Exhibit 99.1 News Release Hillman Solutions Corp. Announces Redemption of All Outstanding Warrants CINCINNATI, Ohio - November 22, 2021 ? Hillman Solutions Corp. (NASDAQ: HLMN), (?Hillman? or ?the Company?), a leading hardware solutions company, today announced that the Company will redeem all of its outstanding warrants (the ?Public Warrants?) to purchase shares of the Company?s common stock, par |
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| November 22, 2021 |
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): November 22, 2021 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commissi |
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| November 8, 2021 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-258823 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated August 27, 2021) HILLMAN SOLUTIONS CORP. Primary Offering Of 24,666,667 Shares of Common Stock Secondary Offering of 144,217,397 Shares of Common Stock 8,501,066 Warrants to Purchase Common Stock This prospectus supplement amends and supplements the prospectus dated August 27, 2021 (as sup |
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| November 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 25, 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 file number 001-39609 Hillman Solutions |
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| November 3, 2021 |
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 3, 2021 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission File No.) (I.R.S |
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| November 3, 2021 |
235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Investor Presentation Third Quarter 2021 38 79 78 76 158 155 57 118 116 254 180 38 PPS 193 207 51 CCS 38 79 78 FHS 56 115 144 214 220 229 191 191 191 199 243 239 Safe Harbor Statement Forward Looking Statements PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout 2 This presentation may contain ?forward-looking statements? within the meaning of federal securities laws. |
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| November 3, 2021 |
Hillman Solutions Corp. Reports Third Quarter and Year-to-Date 2021 Results Exhibit 99.1 News Release Hillman Solutions Corp. Reports Third Quarter and Year-to-Date 2021 Results CINCINNATI, November 3, 2021 - Hillman Solutions Corp. (Nasdaq: HLMN) (the ?Company? or ?Hillman?) reported today selected financial results for the thirty-nine weeks ended September 25, 2021. Third Quarter 2021 Highlights ?Net sales for the third quarter of 2021 decreased 8.6% to $364.5 million a |
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| September 20, 2021 |
Registration No. 333- As filed with the Securities and Exchange Commission on September 20, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HILLMAN SOLUTIONS CORP. (Exact name of registrant as specified in its charter) Delaware 85-2096734 (State or other jurisdiction of incorporation or organization) (I.R.S |
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| August 27, 2021 |
TABLE OF CONTENTS ? Filed Pursuant to Rule 424(b)(5)? ?Registration No. 333-258823? PROSPECTUS HILLMAN SOLUTIONS CORP. Primary Offering Of 24,666,667 Shares of Common Stock Secondary Offering of 144,217,397 Shares of Common Stock 8,501,066 Warrants to Purchase Common Stock This prospectus relates to the issuance by us of up to an aggregate of (i) 16,666,667 shares of our common stock that may be i |
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| August 25, 2021 |
HILLMAN SOLUTIONS CORP. 10590 Hamilton Avenue Cincinnati, OH 45231 HILLMAN SOLUTIONS CORP. 10590 Hamilton Avenue Cincinnati, OH 45231 August 25, 2021 VIA EDGAR TRANSMISSION Re: Hillman Solutions Corp. ? Registration Statement on Form S-1 (File No. 333-258823) Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Thomas Jones Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 193 |
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| August 25, 2021 |
HLMN / Hillman Solutions Corp. Class A / Jefferies Financial Group Inc. - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be included in statements filed pursuant to ?240.13d?1(b), (c), and (d) and amendments thereto filed pursuant to ?240.13d?2. (Amendment No. ) Hillman Solutions Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) August 15, 2021 (D |
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| August 25, 2021 |
As filed with the Securities and Exchange Commission on August 24, 2021 Table of Contents As filed with the Securities and Exchange Commission on August 24, 2021 Registration No. |
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| August 13, 2021 |
As filed with the Securities and Exchange Commission on August 13, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 13, 2021 Registration No. |
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| August 9, 2021 |
EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Select Equity Group, L.P., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
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| August 9, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Hillman Solutions Corp. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) July 12, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to |
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| July 30, 2021 |
The Hillman Group Reports Second Quarter and Year-to-Date 2021 Results Exhibit 99.1 News Release The Hillman Group Reports Second Quarter and Year-to-Date 2021 Results CINCINNATI, July 29, 2021 - The Hillman Companies, Inc. (NYSE-AMEX: HLM.PR) (the ?Company? or ?Hillman?) reported today selected financial results for the twenty-six weeks ended June 26, 2021. Second Quarter 2021 Highlights ? Net sales for the second quarter of 2021 increased 8.4% to $375.7 million as |
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| July 30, 2021 |
Investor Presentation Second Quarter 2021 Exhibit 99.2 Investor Presentation Second Quarter 2021 Safe Harbor Statement Forward Looking Statements 1 This presentation may contain ?forward - looking statements? within the meaning of federal securities laws. All statements other t han statements of historical fact included in this presentation are forward - looking statements made in good faith by the company and are intended to qualify for |
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| July 30, 2021 |
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): July 30, 2021 (July 29, 2021) Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission Fil |
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| July 29, 2021 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF HILLMAN Exhibit 99.1 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF HILLMAN The following discussion provides information which the Company?s management believes is relevant to an assessment and understanding of the Company?s operations and financial condition. This discussion should be read in conjunction with the condensed consolidated financial statements and a |
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| July 29, 2021 |
HMAN GROUP HOLDINGS, INC. AND SUBSIDIARIES Exhibit 99.2 HMAN Group Holdings, Inc. and Subsidiaries Condensed Consolidated Financial Statements Thirteen and Twenty-six weeks ended June 26, 2021 and June 27, 2020 HMAN GROUP HOLDINGS, INC. AND SUBSIDIARIES INDEX PART I. FINANCIAL INFORMATION PAGE Item 1. Condensed Consolidated Financial Statements (Unaudited) Condensed Consolidated Balance Sheets 3 Condensed Consolidated Statements of Compreh |
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| July 29, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 29, 2021 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 FORM 8-K/A 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 (July 14, 2021) HILLMAN SOLUTIONS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdicti |
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| July 29, 2021 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED COMBINED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED COMBINED FINANCIAL INFORMATION Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Current Report on Form 8-K to which this Unaudited Pro Forma Condensed Combined Financial Information is attached (the ?Form 8-K?) or, if such terms are not defined in the Form 8-K, then such terms shall have the meanin |
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| July 29, 2021 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 29, 2021 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission F |
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| July 29, 2021 |
Exhibit 16.1 July 29, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Ladies and Gentlemen: We have read the statements made by Hillman Solutions Corp. under Item 4.01 of its Form 8-K filed on July 29, 2021. We agree with the statements concerning our Firm under Item 4.01; we are not in a position to agree or disagree with other stat |
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| July 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1*) HILLMAN SOLUTIONS CORP. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 431636109 (CUSIP Number) Shanna B. Green Head of Investment Banking Legal ? Equity Capital Markets, Americas Jefferies LLC c/o Jefferies Fin |
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| July 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-39609 HILLMAN SOLUTIONS CORP. (Exact name of registrant as specified in i |
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| July 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Hillman Solutions Corp. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 431636109 (CUSIP Number) July 14, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| July 22, 2021 |
Exhibit 1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. |
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| July 22, 2021 |
LCY / Landcadia Holdings III, Inc. Class A / CCMP Capital, LLC - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| July 20, 2021 |
Exhibit 21.1 Company Subsidiaries Subsidiary Jurisdiction of Organization HMAN Group Holdings Inc. Delaware HMAN Intermediate Holdings Corp. Delaware HMAN Intermediate II Holdings Corp. Delaware The Hillman Companies, Inc. Delaware Hillman Group Capital Trust Delaware Hillman Investment Company Delaware The Hillman Group, Inc. Delaware NB Parent Company LLC Delaware NB Products LLC Delaware Big Ti |
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| July 20, 2021 |
Exhibit 99.2 The Hillman Group and Landcadia III Complete Business Combination, Combined Company Will Begin Trading on Nasdaq as ?HLMN? CINCINNATI and HOUSTON, July 14, 2021- HMAN Group Holdings Inc., the parent company of The Hillman Group, Inc., a leader in the hardware and home improvement industry, and Landcadia Holdings III, Inc. (Nasdaq: LCY) (?Landcadia III?) announced today that they have |
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| July 20, 2021 |
Exhibit 10.10 Name: Number of Shares of Stock subject to the Stock Option: Exercise Price Per Share: $ Date of Grant: [Vesting Commencement Date:] HILLMAN SOLUTIONS CORP. 2021 Equity Incentive Plan Non-Statutory Stock Option Agreement (Non-Employee Directors) This agreement (this ?Agreement?) evidences a stock option granted by Hillman Solutions Corp. (the ?Company?) to the individual named above |
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| July 20, 2021 |
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 14, 2021 Hillman Solutions Corp. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commission F |
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| July 20, 2021 |
Exhibit 10.2 Execution Version AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of July 14, 2021, is made and entered into by and among (i) Hillman Solutions Corp. (f/k/a Landcadia Holdings III, Inc.), a Delaware corporation (the ?Company?), (ii) Jefferies Financial Group Inc., a New York corporation (?Jefferies |
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| July 20, 2021 |
Exhibit 10.13 LOCK-UP AGREEMENT , 2021 Hillman Solutions Corp. [10590 Hamilton Avenue Cincinnati, Ohio 45231] Ladies and Gentlemen: Reference is hereby made to that certain Agreement and Plan of Merger, dated January 24, 2021, by and among Landcadia Holdings III, Inc., a Delaware corporation (?Parent?), Helios Sun Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (?Mer |
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| July 20, 2021 |
Exhibit 10.22 Execution Version CREDIT AGREEMENT Dated as of July 14, 2021 among THE HILLMAN GROUP, INC., as Borrower, HILLMAN INVESTMENT COMPANY, as Holdings, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Lenders, JEFFERIES finance LLC, as Administrative Agent and JEFFERIES FINANCE LLC and bARCLAYS BANK PLC, as Joint Lead Arrangers and Joint Bookrunners TABLE OF CONTENTS Page ARTICLE I DEFINITIONS |
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| July 20, 2021 |
EX-10.21 12 tm2122603d1ex10-21.htm EXHIBIT 10.21 Exhibit 10.21 Execution Version AMENDMENT NO. 2 This Amendment No. 2, dated as of July 14, 2021 (this “Amendment”), is entered into by and among Hillman Investment Company, a Delaware corporation (“Holdings”), The Hillman Group, Inc., a Delaware corporation (the “US Borrower”), The Hillman Group Canada ULC, a British Columbia unlimited liability com |
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| July 20, 2021 |
Exhibit 10.5 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this ?Agreement?) is made and entered into as of July 14, 2021, by and among Hillman Solutions Corp., a Delaware corporation (the ?Company?), and [NAME OF DIRECTOR/OFFICER] (?Indemnitee?). WHEREAS, in light of the litigation costs and risks to directors and officers resulting from their service to companies, and the desire of t |
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| July 20, 2021 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED COMBINED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED COMBINED FINANCIAL INFORMATION Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Current Report on Form 8-K to which this Unaudited Pro Forma Condensed Combined Financial Information is attached (the ?Form 8-K?) or, if such terms are not defined in the Form 8-K, then such terms shall have the meanin |
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| July 20, 2021 |
Exhibit 3.2 Execution Version AMENDED AND RESTATED BYLAWS OF Hillman solutions corp. (f/k/a Landcadia Holdings III, Inc.) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of Hillman Solutions Corp. (the ?Corporation?) within the State of Delaware shall be located at either: (a) the principal place of business of the Corporation in the State of Delaware; or (b) the office of |
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| July 20, 2021 |
Exhibit 10.9 Name: Number of Shares of Stock subject to the Stock Option: Exercise Price Per Share: $ Date of Grant: [Vesting Commencement Date:] HILLMAN SOLUTIONS CORP. 2021 Equity Incentive Plan Non-Statutory Stock Option Agreement This agreement (this ?Agreement?) evidences a stock option granted by Hillman Solutions Corp. (the ?Company?) to the individual named above (the ?Participant?), pursu |
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| July 20, 2021 |
Exhibit 10.12 Name: Number of Restricted Stock Units: Date of Grant: [Vesting Commencement Date:] HILLMAN SOLUTIONS CORP. 2021 Equity Incentive Plan Restricted Stock Unit Agreement (Non-Employee Directors) This agreement (this ?Agreement?) evidences a grant (the ?Award?) of Restricted Stock Units (?RSUs?) by Hillman Solutions Corp. (the ?Company?) to the individual named above (the ?Participant?), |
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| July 20, 2021 |
Exhibit 10.11 Name: Number of Restricted Stock Units: Date of Grant: [Vesting Commencement Date:] HILLMAN SOLUTIONS CORP. 2021 Equity Incentive Plan Restricted Stock Unit Agreement This agreement (this ?Agreement?) evidences a grant (the ?Award?) of Restricted Stock Units (?RSUs?) by Hillman Solutions Corp. (the ?Company?) to the individual named above (the ?Participant?), pursuant to and subject |
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| July 20, 2021 |
Exhibit 10.8 Execution Version HILLMAN SOLUTIONS CORP. 2021 cASH INCENTIVE PLAN 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines certain terms used in the Plan and sets forth operational rules related to those terms. 2. PURPOSE The Plan has been established to advance the interests of the Company by providing for the grant of cash-based incentive Awards to Participants that |
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| July 20, 2021 |
Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LANDCADIA HOLDINGS III, INC. July 14, 2021 Landcadia Holdings III, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The Corporation was initially formed as Automalyst LLC (the ?LLC?), a Delaware limited liability company, on March 13, 2018 |
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| July 13, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 12, 2021 Landcadia Holdings III, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission (I.R.S. Employ |
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| July 13, 2021 |
Exhibit 99.1 Landcadia III Announces That There Were No Stockholder Redemptions In Connection With Proposed Business Combination with The Hillman Group HOUSTON, July 12, 2021 - Landcadia Holdings III, Inc. (?Landcadia III?) (Nasdaq: LCY) announced today that there were no stockholder redemptions of public shares in connection with Landcadia III?s proposed business combination (the ?Business Combin |
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| July 13, 2021 |
Filed by Landcadia Holdings III, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Landcadia Holdings III, Inc. (File No. 333-252693) Landcadia III Announces That There Were No Stockholder Redemptions In Connection With Proposed Business Combination with The Hillman Group HOUSTON, July 12, |
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| July 13, 2021 |
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): July 13, 2021 LANDCADIA HOLDINGS III, INC. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commiss |
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| July 12, 2021 |
DEFA14A 1 tm2121826d2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary P |
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| July 12, 2021 |
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 12, 2021 Landcadia Holdings III, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commiss |
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| July 12, 2021 |
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 12, 2021 Landcadia Holdings III, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction of incorporation) (Commiss |
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| June 25, 2021 |
TABLE OF CONTENTS ? Filed Pursuant to Rule 424(b)(3)? ?Registration No. 333-252693? PROXY STATEMENT OF LANDCADIA HOLDINGS III, INC.? PROSPECTUS FOR 102,630,000 SHARES OF CLASS A COMMON STOCK OF LANDCADIA HOLDINGS III, INC. (WHICH WILL BE RENAMED HILLMAN SOLUTIONS CORP.) On January 24, 2021, the board of directors of Landcadia Holdings III, Inc., a Delaware corporation (?Landcadia,? ?we,? ?us? or ? |
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| June 24, 2021 |
Exhibit 99.1 Landcadia III Announces Special Meeting Date to Approve Proposed Business Combination with The Hillman Group Special Meeting of Stockholders Scheduled for July 13, 2021 HOUSTON, June 24, 2021 - Landcadia Holdings III, Inc. (?Landcadia III?) (Nasdaq: LCY) announced today that it has scheduled the special meeting of its stockholders (the ?Special Meeting?) for July 13, 2021 at 10:00 a.m |
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| June 24, 2021 |
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): June 24, 2021 Landcadia Holdings III, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission (I.R.S. Employ |
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| June 24, 2021 |
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 24, 2021 Landcadia Holdings III, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39609 85-2096734 (State or other jurisdiction (Commission (I.R.S. Employ |
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| June 24, 2021 |
Exhibit 99.1 Landcadia III Announces Special Meeting Date to Approve Proposed Business Combination with The Hillman Group Special Meeting of Stockholders Scheduled for July 13, 2021 HOUSTON, June 24, 2021 - Landcadia Holdings III, Inc. (?Landcadia III?) (Nasdaq: LCY) announced today that it has scheduled the special meeting of its stockholders (the ?Special Meeting?) for July 13, 2021 at 10:00 a.m |
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| June 22, 2021 |
Landcadia Holdings III, Inc. 1510 West Loop South Houston, Texas 77027 Landcadia Holdings III, Inc. 1510 West Loop South Houston, Texas 77027 June 22, 2021 VIA EDGAR Division of Corporation Finance Office of Manufacturing Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Landcadia Holdings III, Inc. Amendment No. 3 to Registration Statement on Form S-4 Filed June 11, 2021 File No. 333-252693 Ladies and Gentlemen: Pursuant to Rule 461 of |
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| June 11, 2021 |
List of Subsidiaries of Landcadia Holdings III, Inc. Exhibit 21.1 Subsidiaries of Landcadia Holdings III, Inc. Name of Subsidiary Jurisdiction of Organization Helios Sun Merger Sub, Inc. Delaware |
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| June 11, 2021 |
June 11, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street NE Washington, D. |
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| June 11, 2021 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 11, 2021 Registration Number 333-252693? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 2, 2021 |
Hillman Announces Participation in Upcoming Investor Conferences Filed by Landcadia Holdings III, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Landcadia Holdings III, Inc. (File No. 001-39609) Set forth below is a press release issued by HMAN Group Holdings, Inc. on June 2, 2021. Landcadia Holdings III, Inc. is filing the below in connection with th |
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| May 19, 2021 |
Form of Preliminary Proxy Card. Exhibit 99.1 PRELIMINARY PROXY CARD ? SUBJECT TO COMPLETION FOR THE SPECIAL MEETING OF STOCKHOLDERS OF LANDCADIA HOLDINGS III, INC. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS The undersigned hereby appoints Richard H. Liem and Steven L. Scheinthal (the ?Proxies?), and each of them independently, with full power of substitution, as proxies to vote all of the shares of Common Stock |
