SEC FORM 5

SEC FORM 5 SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

LEEDS ROBERT

(Last)

(First)

(Middle)

C/O GLOBAL INDUSTRIAL COMPANY

11 HARBOR PARK DRIVE

(Street)

PORT WASHINGTON

11050

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GLOBAL INDUSTRIAL Co [ GIC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Vice Chairman

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/26/2022		G	537,297⁽¹⁾	D	$0	0	D
Common Stock	02/26/2022		G	574,378⁽²⁾	A	$0	3,049,483	I	By Trust, as noted in Footnote No. 3⁽³⁾
Common Stock	02/26/2022		G	534,552⁽⁴⁾	A	$0	3,157,595	I	By Trust, as noted in Footnote No. 5⁽⁵⁾
Common Stock	10/14/2022		G	455,773⁽¹⁾	D	$0	0	D
Common Stock	10/14/2022		G	72,794⁽⁶⁾	A	$0	1,132,190	I	Robert Leeds Declaration Trust
Common Stock							7,965,179	I	By Trust, as noted in Footnote Nos. 7 and 8⁽⁷⁾⁽⁸⁾
Common Stock							758,383	I	By Partnerships⁽⁹⁾
Common Stock							1,414	I	By LLC⁽¹⁰⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These shares were gifted, for no consideration, from the reporting person to the Robert Leeds 2008 Family Trust.

2. These shares were gifted, for no consideration, from Mr. Bruce Leeds to the Bruce Leeds 2008 Family Trust.

3. Shares are owned by the Bruce Leeds 2008 Family Trust, for the benefit of the reporting person's family, for which the reporting person acts as co-trustee. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

4. These shares were gifted, for no consideration, from Mr. Richard Leeds to the Richard Leeds 2008 Family Trust.

5. Shares are owned by the Richard Leeds 2008 Family Trust, for the benefit of the reporting person's family, for which the reporting person acts as co-trustee. The reporting person disclaims beneficial ownershipof such shares except to the extent of his pecuniary interest therein.

6. These shares were gifted, for no consideration, from the reporting person to the Robert Leeds Declaration Trust.

7. Includes, an aggregate of 7,965,179 shares owned by trusts for the benefit of reporting person's family for which the reporting person acts as trustee or co-trustee [as described in this Footnote and in Footnote 8]: 620,000 shares owned by the Alex Leeds 2021 Trust; 620,000 shares owned by the Andrew Leeds 2021 Trust; 620,000 shares owned by the Brandon Leeds 2021 Trust; 620,000 shares owned by the Hallie Leeds 2021 Trust; 620,000 shares owned by the Jamie Lynn Meltsner 2021 Trust; 620,000 shares owned by the Jessica Rosen 2021 Trust; 620,000 shares owned by the Jordan Leeds 2021 Trust; 620,000 shares owned by the Kasey Leeds 2021 Trust; 620,000 shares owned by the Matthew Leeds 2021 Trust; 620,000 shares owned by the Stacey Leeds Cohen 2021 Trust; 620,000 shares owned by the Steven Leeds 2021 Trust; 440,557 shares owned by the Bruce Leeds Irrevocable Trust; 439,047 shares owned by the Richard Leeds Irrevocable Trust;

8. [continuation of Footnote 7] 171,976 shares owned by the Richard Leeds 2011 Family Trust; 23,542 shares owned by the Trust UWO Michael Leeds Fbo Richard Leeds; 20,057 shares owned by the Bruce Leeds 2011 Family Trust; 12,500 shares owned by the Andrew Leeds Trust U/A/D/ 05/20/2005; 12,500 shares owned by the Alex Leeds Trust U/A/D/ 09/05/2014; 12,500 shares owned by the Jessica Leeds Trust U/A/D 12/17/2004; and 12,500 shares owned by the Matthew Leeds 2010 Trust U/A/D/ 1/4/2010. The reporting person disclaims beneficial ownership of all such shares described in this Footnote and Footnote No. 7 except to the extent of his pecuniary interest therein.

9. Includes, 519,800 shares owned by Aspire Partners L.P., the general partner of which is limited liability company equally owned by the reporting person and two other members; and 238,583 shares owned by Generation Partners, L.P., the general partner of which is limited liability company equally owned by the reporting person and two other members. The reporting person disclaims beneficial ownership of all such shares except to the extent of his pecuniary interest therein.

10. Shares owned by 2nd Generation Partners LLC, a limited liability company equally owned by the reporting person and two other members. The reporting person disclaims beneficial ownership of all such shares except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Robert Leeds	02/14/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

SEC Form 5: Leeds Robert gifted 993,070 shares and received a gift of 1,181,724 shares, closing all direct ownership in the company