# Distribution Solutions Group, Inc. (DSGR) — merger/definitive [pending]
Source: SEC API (secapi.ai) · situation sit_6a86d89e951e2f9869de · retrieved 2026-08-12T06:57:14.147Z

## Overview
Distribution Solutions Group is a premier multi-platform specialty distribution company providing high-touch, value-added distribution solutions to the maintenance, repair & operations (MRO), original equipment manufacturer (OEM), and industrial technologies markets.

On July 15, 2026, Distribution Solutions Group, Inc. (NASDAQ: DSGR) entered into a definitive merger agreement with newly formed entities controlled by LKCM Headwater Investments, LLC, which already owns approximately 79% of DSG's outstanding common stock. LKCM Headwater will acquire all remaining shares not already owned by it and its affiliates for $35.00 per share in cash. The $35.00 per share price represents an 81% premium to DSG's closing share price of $19.31 on March 13, 2026, the last trading day prior to public disclosure of LKCM Headwater's initial non-binding proposal of $29.50 per share on March 14, 2026. Upon completion, DSG will become a privately held company 100% controlled by LKCM Headwater and its affiliates, and the common stock will no longer be listed on Nasdaq. The closing is subject to customary conditions including expiration or termination of the Hart-Scott-Rodino Act waiting period, absence of legal restraints, and stockholder approval by a majority of votes cast by holders of DSG common stock not owned by LKCM Headwater and its affiliates.

## Terms
- Counterparty: LKCM Headwater Investments, LLC · Consideration: cash · Premium: 81.0% · Stake: 79% · Price/share: $35

## Key dates
- Announced 2026-08-06

## Timeline
- 2026-08-06 · 8-K (0000703604-26-000040): 8-K - Distribution Solutions Group, Inc. — *Distribution Solutions Group is a premier multi-platform specialty distribution company providing high-touch, value-added distribution solutions to the maintenance, repair & operations (MRO), original equipment manufacturer (OEM), and industrial technologies markets.* On July 15, 2026, Distribution Solutions Group, Inc. (NASDAQ: DSGR) entered into a definitive merger agreement with newly formed entities controlled by LKCM Headwater Investments, LLC, which already owns approximately 79% of DSG's outstanding common stock. LKCM Headwater will acquire all remaining shares not already owned by it and its affiliates for $35.00 per share in cash. The $35.00 per share price represents an 81% premium to DSG's closing share price of $19.31 on March 13, 2026, the last trading day prior to public disclosure of LKCM Headwater's initial non-binding proposal of $29.50 per share on March 14, 2026. Upon completion, DSG will become a privately held company 100% controlled by LKCM Headwater and its affiliates, and the common stock will no longer be listed on Nasdaq. The closing is subject to customary conditions including expiration or termination of the Hart-Scott-Rodino Act waiting period, absence of legal restraints, and stockholder approval by a majority of votes cast by holders of DSG common stock not owned by LKCM Headwater and its affiliates.
  https://www.sec.gov/Archives/edgar/data/703604/0000703604-26-000040.txt

## Citations
- 0000703604-26-000040 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000070360426000040
