Global Industrial Co 2025年度报告

Global Industrial Company Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes☐No☒ The aggregate market value of the voting stock held by non-affiliates of the registrant as of June30, 2025 which is the last businessday of the registrant’s most recently completed second fiscal quarter, was approximately $367,046,259. For purposes of thiscomputation, all executive officers and directors of the Registrant and all parties to the Stockholders Agreement dated as of June 15, The number of shares outstanding of the registrant’s common stock as of February20, 2026 was 38,196,742 shares.Documents incorporated by reference: Portions of the Proxy Statement of Global Industrial Company relating to the Annual Meeting of TABLE OF CONTENTS Part II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities22Item 6.Reserved22Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations22 Part III Item 10.Directors, Executive Officers and Corporate Governance36Item 11.Executive Compensation36 Part IV Item 15.Exhibits and Financial Statement Schedules Table of Contents PART I Unless otherwise indicated, all references herein to Global Industrial Company (sometimes referred to as “Global Industrial,” the“Company,” or “we”) include its subsidiaries. Forward-Looking Statements This report contains forward-looking statements within the meaning of that term in the Private Securities Litigation Reform Act of 1995(Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934). Additional written or oral forward-looking statements may be made by the Company from time to time in filings with the Securities and Exchange Commission or otherwise.Any such statements that are not historical facts are forward-looking statements made pursuant to the safe harbor provisions of thePrivate Securities Litigation Reform Act of 1995 and are based on management’s estimates, assumptions and projections and are notguarantees of future performance. Forward-looking statements may include, but are not limited to statements regarding: i) projectionsor estimates of revenue, income or loss, exit costs, cash flow needs and capital expenditures; ii) fluctuations in general economicconditions, including effects of rising inflation and volatility of inflation metrics; iii) future operations, such as risks regarding strategicbusiness initiatives, plans relating to new distribution facilities, plans for utilizing alternative sources of supply in response to Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified based oncurrent expectations. Consequently, future events and results could differ materially from those relating to or underlying the forward-looking statements contained in this report. Statements in this report, particularly in “It