UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

__________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 1329, 2021

The Hillman Companies, Inc.

(Exact name of ~~Registrant~~registrant as specified in its charter)

Delaware

~~001-13293~~

~~26-2874736~~

001-13293

23-2874736

(State or other jurisdiction

~~(Commission File~~

~~(I.R.S. Employer~~

(Commission File No.)

(I.R.S. Employer

of incorporation)

~~Number)~~

~~Identification Number)~~

Identification No.)

10590 Hamilton Avenue ~~Cincinnati, Ohio (Address of principal executive offices) 45231 (Zip code)~~

~~(513)~~Cincinnati, ~~851-4900~~Ohio 45231

(~~Registrant’s~~Address ~~telephone~~of ~~number,~~principal ~~including area~~executive ~~code~~offices)

Registrant’s telephone number, including area code: (513) 851-4900

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	~~Trading Symbols~~	~~Name of each exchange on which registered~~	Trading Symbols	Name of each exchange on which registered
11.6% Junior Subordinated Debentures	~~HLM_P~~	~~New York Stock Exchange~~		None
Preferred Securities Guaranty	~~HLM_P~~	~~New York Stock Exchange~~		None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨☐

Item 2.0402 ~~Triggering~~Results ~~Events~~of ~~That~~Operations ~~Accelerate~~and ~~or Increase a Direct~~ Financial ~~Obligation or an Obligation under an Off-Balance Sheet Arrangement~~Condition.

On ~~January 24~~ July 29, 2021, ~~HMAN Group Holdings, Inc. (“Hillman Holdco”) (the owner of~~ The Hillman Companies, Inc. (~~“Hillman”))~~the ~~and Landcadia Holdings III, Inc. (~~“~~Landcadia~~Company”) ~~entered~~issued ~~into~~ a ~~definitive~~press ~~merger~~release, ~~agreement~~furnished ~~pursuant~~as toExhibit ~~which Helios Sun Merger Sub, Inc~~99.,1 ~~(“Merger Sub”), a wholly owned subsidiary of Landcadia, would merge with~~ and ~~into~~incorporated ~~Hillman~~herein ~~Holdco~~by ~~(the “Landcadia Merger”)~~reference, ~~with~~ ~~Hillman~~announcing ~~Holdco surviving~~ the ~~merger~~Company's asselected asummary ~~wholly~~financial ~~owned~~results ~~subsidiary~~for its oftwenty-six ~~Landcadia.~~weeks Onended ~~July~~June 1426, 2021~~, the Landcadia Merger was consummated and Landcadia’s name was changed to “Hillman Solutions Corp~~.”

OnThe ~~July~~information ~~13,~~provided ~~2021,~~pursuant ~~Hillman~~to ~~delivered~~Item a2.02, ~~notice~~including ~~of redemption~~the inexhibit ~~respect~~attached ofhereto, ~~all~~is ~~outstanding~~being ~~11.6%~~furnished ~~Junior~~and ~~Subordinated~~shall ~~Debentures~~not ~~due~~be ~~2027~~deemed ~~(the~~to be “~~Debentures~~filed”) infor ~~accordance with~~purposes ~~the~~of ~~terms~~Section 18 of the ~~Indenture,~~Securities ~~dated~~Exchange asAct of ~~September 5~~1934, ~~1997 (~~as amended, ~~modified and supplemented,~~ (the “~~Debentures~~Exchange ~~Indenture~~Act”), ~~between~~ ~~Hillman~~or ~~and~~otherwise ~~The~~subject ~~Bank~~to ofthe ~~New~~liabilities ~~York~~of ~~Mellon,~~that ~~a New York banking corporation~~section, asnor ~~Trustee~~shall ~~(the~~it ~~“Debentures~~be ~~Trustee”) governing~~deemed ~~the~~to ~~Debentures~~be ~~and~~incorporated ~~notices~~by ofreference ~~redemption~~in ~~for~~any ~~all~~filing ~~outstanding~~under ~~11.6% Trust Preferred Securities (~~the ~~“Trust Preferred~~ Securities”) ~~and~~Act ~~Common~~of ~~Securities~~1933, ~~(the~~as ~~“Common~~amended, ~~Securities”)~~or ~~issued by The Hillman Group Capital Trust (~~the ~~“Hillman~~ ~~Trust”)~~Exchange ~~were~~Act, ~~delivered~~except ~~pursuant~~as toshall ~~the~~be ~~Amended~~expressly ~~and~~set ~~Restated~~forth ~~Declaration~~by ofspecific ~~Trust,~~reference ~~dated~~in asany ofsuch ~~September 5, 1997 (the “Declaration of Trust”)~~filing.

OnItem July 14, 2021, in connection with the consummation of the Landcadia Merger, Hillman deposited an amount with the Debentures Trustee sufficient to satisfy and discharge all of its obligations under the Debentures Indenture and the Debentures will be redeemed in full on August 12, 20219.01 ~~Interest~~Financial ~~accrued~~Statements ~~for the month of July on the Debentures will be paid on August 1, 2021 in accordance with the Debentures Indenture~~ and ~~a redemption price equal to $109,127,484~~Exhibits.~~31 (the “Redemption Amount”) for the redemption of all outstanding Debentures will be paid on August 12, 2021.~~

Immediately following the paying of the Redemption Amount in respect of the Debentures on August 12, 2021, the proceeds received from the redemption of the Debentures will be applied on behalf of the Hillman Trust to redeem in full all of the outstanding Trust Preferred Securities and Common Securities pursuant to the Declaration of Trust(d) Exhibits. ~~On August 12, 2021, the Trust Preferred Securities and the Common Securities will be redeemed in full for $105,853,649.24 and $3,273,835.07, respectively.~~

~~SIGNATURE~~99.1 Press Release, dated July 29, 2021, announcing the financial results of The Hillman Companies, Inc. for its twenty-six weeks ended June 26, 2021.

~~Pursuant~~99.2 Supplemental toslides ~~the~~provided ~~requirements~~in ofconnection ~~the~~with ~~Securities Exchange Act of 1934, as amended,~~ the ~~registrant~~second ~~has~~quarter ~~duly~~2021 ~~caused~~earnings ~~this~~call ~~report~~of toThe beHillman ~~signed on its behalf by the undersigned hereunto duly authorized~~Companies, Inc.

~~Date: July 16, 2021~~SIGNATURES

~~THE~~Pursuant ~~HILLMAN~~to ~~COMPANIES~~the requirements of the Securities Exchange Act of 1934, ~~INC.~~the ~~By:~~registrant ~~/s/~~has ~~Robert~~duly O.caused ~~Kraft~~this ~~Name:~~report ~~Robert~~to O.be ~~Kraft~~signed ~~Title:~~on ~~Chief~~its ~~Financial~~behalf ~~Officer~~by the undersigned hereunto duly authorized.

THE HILLMAN COMPANIES, INC.

Dated:

July 30, 2021

By:

/s/ Robert O. Kraft

Robert O. Kraft

Title:

Chief Financial Officer

INDEX TO EXHIBITS


Exhibit Number			Description of Exhibit
99.1			Press Release of The Hillman Companies, Inc., dated July 29, 2021
99.2			Supplemental slides provided in connection with the second quarter 2021 earnings call of The Hillman Companies, Inc.

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