3: Initial statement of beneficial ownership of securities
Published on January 3, 2025
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIESFiled pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/01/2025 |
3. Issuer Name and Ticker or Trading Symbol
Hillman Solutions Corp. [ HLMN ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
|---|---|---|---|
| Common Stock(1) | 63,327 | D |
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Options | (2) | 11/07/2029 | Common Stock | 23,899 | 8.5 | D | |
| Stock Options | (3) | 07/30/2030 | Common Stock | 44,576 | 7.89 | D | |
| Explanation of Responses: |
| 1. Represents restricted stock units ("RSUs") that are a contingent right for the Reporting Person to receive one share of common stock for each RSU upon vesting. The RSUs will vest on the third anniversary of the grant date, subject to the Reporting Person's continued employment with the Issuer through the vesting date. 15,090 RSUs were granted on 01/11/2022, 22,805 RSUs were granted on 03/07/2023, and 25,432 RSUs were granted on 03/07/2024. |
| 2. Represents the grant of stock options to purchase Issuer common stock. The stock options vested in four equal annual installments beginning on the first anniversary of the date of grant, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. The date of grant is 10 years prior to the expiration date listed. Does not include unvested performance-based options which will be reported if and when earned upon achievement of certain performance criteria. |
| 3. Represents the grant of stock options to purchase Issuer common stock. The stock options vested in four equal annual installments beginning on the first anniversary of the date of grant, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. The date of grant is 10 years prior to the expiration date listed. |
| Remarks: |
| Exhibit List: Exhibit 24 - Power of Attorney |
| By: /s/ Daniel M. Bauer, as attorney-in-fact | 01/03/2025 | |
| ** Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.