Distribution Solutions Group, Inc.
For the period ended Dec 31, 2025. Filed Apr 1, 2026.
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Dec 31, 2025 · Filed Apr 1, 2026
Contents
Summary Compensation Table
EXECUTIVE COMPENSATION
2025 SUMMARY COMPENSATION TABLE
The following table sets forth the compensation for the last three fiscal years awarded to or earned by individuals who served during 2025 as the Company's CEO and each of the Company's four other most highly compensated executive officers in 2025.
| SPR/ · Non-Equity | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock · Option · Incentive Plan · All Other | |||||||||||||||||||
| Name and Principal · Salary · Bonus · Awards · Awards · Compensation · Compensation | |||||||||||||||||||
| Position | Year | ($)(1) | ($)(2) | ($)(3) | ($)(4) | ($)(5) | ($)(6) | Total ($) | |||||||||||
| J. Bryan King (7) | 2025 | — | — | — | — | — | — | — | |||||||||||
| Chairman, President and Chief Executive Officer | 2024 | — | — | — | — | — | — | — | |||||||||||
| 2023 | — | — | — | — | — | — | — | ||||||||||||
| Ronald J. Knutson | 2025 | 525,000 | 60,000 | — | — | 27,587 | 23,670 | 636,257 | |||||||||||
| Executive Vice President,Chief Financial Officer and Treasurer | 2024 | 493,125 | 40,000 | — | — | — | 25,110 | 558,235 | |||||||||||
| 2023 | 470,625 | — | 406,600 | 1,441,350 | 393,446 | 23,848 | 2,735,869 | ||||||||||||
| Robert H. Connors | 2025 | 451,254 | — | — | — | 226,092 | 12,200 | 689,546 | |||||||||||
| President and Chief Executive Officer, Gexpro Services | 2024 | 410,769 | 20,500 | — | — | 120,501 | 12,200 | 563,970 | |||||||||||
| 2023 | — | — | — | — | — | — | — | ||||||||||||
| Cesar A. Lanuza | 2025 | 600,000 | 50,000 | — | — | 96,313 | 26,526 | 772,839 | |||||||||||
| President and Chief Executive Officer, Lawson | 2024 | 600,000 | 60,000 | 3,206,000 | — | — | 26,551 | 3,892,551 | |||||||||||
| 2023 | 600,000 | — | — | — | 614,760 | 29,526 | 1,244,287 | ||||||||||||
| Barry Litwin | 2025 | 366,154 | 395,845 | 2,291,800 | 3,665,600 | — | 5,885 | 6,725,284 | |||||||||||
| Chief Executive Officer, TestEquity | 2024 | — | — | — | — | — | — | — | |||||||||||
| 2023 | — | — | — | — | — | — | — | ||||||||||||
(1) The amounts listed in this column represent the base salary paid to the NEOs in 2025.
(2) The amounts listed represent discretionary bonus payments paid in 2026 to recognize their efforts in driving strategic initiatives in 2025. As agreed to in his Employment Agreement, Mr. Litwin is eligible for a one-time bonus payment of $395,845 in lieu of participation in the 2025 TEG AIP.
(3) The amounts reported in this column reflect the aggregate grant date fair value of RSUs awarded under the Distribution Solutions Group, Inc. Equity Compensation Plan, as amended. The grant date fair value of the RSUs has been determined in accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 718. For a discussion of the assumptions and methodologies used in calculating the grant date fair value of the RSUs, please see Note 10 to our consolidated financial statements in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
(4) The amounts reported in this column represent the grant date fair value of nonqualified stock options under the Distribution Solutions Group, Inc. Equity Compensation Plan, as amended. The grant date fair value of the options has been determined in accordance with ASC Topic 718. For a discussion of the assumptions and methodologies used in calculating the grant date fair value of the options, please see Note 10 to our consolidated financial statements in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
(5) Amounts represent AIP bonuses earned (rather than paid) in the respective year. The AIP bonuses awarded in 2025 reported above were paid out in 2026. For a discussion of our AIP, see the subsections of this proxy statement above entitled “Non-Equity (Annual) Incentive Plan ("AIP")”.
(6) See All Other Compensation table for details regarding the amounts in this column for 2025.
(7) Mr. King does not receive any compensation in connection with his roles of Chairman, President & CEO.
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