|4Sep 8, 4:08 PM ET

DEAKIN SCOTT M 4

4 · GMS Inc. · Filed Sep 8, 2025

Insider Transaction Report

Form 4
Period: 2025-09-04
DEAKIN SCOTT M
SVP, Chief Financial Officer
Transactions
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-09-047,4290 total
    Exercise: $30.10Common Stock (7,429 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-09-0411,2480 total
    Exercise: $74.80Common Stock (11,248 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2025-09-041,6710 total
    Common Stock (1,671 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2025-09-042,9690 total
    Common Stock (2,969 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-09-0410,3470 total
    Exercise: $92.63Common Stock (10,347 underlying)
  • Disposition from Tender

    Common Stock

    2025-09-04$110.00/sh23,847$2,623,1700 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-09-0426,9780 total
    Exercise: $23.43Common Stock (26,978 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-09-0418,5270 total
    Exercise: $49.13Common Stock (18,527 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2025-09-048,2570 total
    Common Stock (8,257 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-09-0419,7390 total
    Exercise: $53.82Common Stock (19,739 underlying)
Footnotes (6)
  • [F1]Pursuant to the terms of the Agreement and Plan of Merger dated June 29, 2025 (the "Merger Agreement"), among The Home Depot, Inc. ("Parent"), Gold Acquisition Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub") and GMS Inc. (the "Issuer"), on September 4, 2025, Merger Sub completed a cash tender offer for shares of common stock of the Issuer and thereafter merged with and into the Issuer (the "Merger").
  • [F2]Represents shares of Issuer common stock that were tendered in the tender offer at a price of $110.00 per share in cash.
  • [F3]Includes 35 shares acquired by the Reporting Person on August 21, 2025 pursuant to the GMS Inc. Employee Stock Purchase Plan.
  • [F4]Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
  • [F5]Immediately prior to the effective time of the Merger, each outstanding Issuer restricted stock unit, other than a Rollover RSU (as defined in the Merger Agreement), whether vested or unvested, was cancelled and converted into the right to receive $110.00 in cash less applicable tax withholding.
  • [F6]Immediately prior to the effective time of the merger, each outstanding Issuer stock option, whether vested or unvested, was cancelled and converted into the right to receive $110.00 less the applicable exercise price per Share in cash less applicable tax withholding.

Documents

1 file
  • 4
    wk-form4_1757362082.xmlPrimary

    FORM 4