Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------
Amendment No. 8
to
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 8)
LAWSON PRODUCTS, INC.
(Name of Issuer)
Common Stock, par value $1.00 per share
(Title of Class of Securities)
520776 10 5
(CUSIP Number)
Ronald B. Port, M.D.
Lawson Products, Inc.
441 Lakeside Terrace
Glencoe, IL 60022
Tel. No.: (847) 703-9800
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 18, 2019
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this statement because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box: ¨
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the act (however, see the Notes).
SCHEDULE 13D
CUSIP No. 520776 10 5
1 NAME OF REPORTING PERSON
Ronald B. Port, M.D.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
¨
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 SOLE
VOTING POWER -0- |
| 8 SHARED
VOTING POWER -0- | |
| 9 SOLE
DISPOSITIVE POWER -0- | |
| 10 SHARED
DISPOSITIVE POWER -0- |
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
¨
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
-0-
14 TYPE OF REPORTING PERSON
IN
SCHEDULE 13D
This Amendment No. 8 to Schedule 13D (the “Amendment”) is filed by Ronald B. Port, M.D. (the “Reporting Person”). The Reporting Person has previously filed a Schedule 13D on June 20, 2012, which has been further amended (the “Schedule 13D”). The Amendment amends the Schedule 13D to include the information set forth below in the items indicated.
Item 1. Security and Issuer
This statement relates to the Common Stock, par value $1.00 per share (the “Common Stock”), of Lawson Products, Inc., a Delaware corporation (the “Company”), having its principal executive offices at 8770 W. Bryn Mawr Avenue, Suite 900, Chicago, Illinois 60631.
Item 4. Purpose of Transaction
On December 17, 2018, the Reporting Person entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Headwater Lawson Investors, LLC, a Delaware limited liability company (“HWLI”) and the other sellers parties thereto (“Sellers”), pursuant to which HWLI has agreed to purchase 1,713,787 shares of Common Stock from the Reporting Person and the other Sellers at a purchase price of $32.00 per share, payable in cash. On January 18, 2019, all of the shares of Common Stock held by the Reporting Person were sold pursuant to the Purchase Agre ement.
Item 5. Interest in Securities of the Issuer
Dr. Port no longer owns any shares of Common Stock. The information set forth in Item 4 of this Amendment is incorporated herein by reference.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: January 22, 2019
| /s/ Ronald B. Port, M.D. | ||
| Ronald B. Port, M.D. |