Medline Inc.

03/06/2026 | Press release | Distributed by Public on 03/06/2026 16:29

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Hellman & Friedman Capital Partners X (Parallel), L.P.
2. Issuer Name and Ticker or Trading Symbol
Medline Inc. [MDLN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O HELLMAN & FRIEDMAN LLC, 415 MISSION STREET, SUITE 5700
3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026
(Street)
SAN FRANCISCO, CA 94105
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
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 Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/04/2026 C(1)(2) 13,198,914 A (1) 13,218,224 I By Mend Investment Holdings I, L.P.(3)(4)
Class B Common Stock 03/04/2026 J(2)(5) 13,198,914 D (5) 102,590,053 I By Mend Investment Holdings I, L.P.(3)(4)
Class A Common Stock 03/05/2026 C(1)(6) 1,979,837 A (5) 15,198,061 I By Mend Investment Holdings I, L.P.(3)(4)
Class B Common Stock 03/05/2026 J(5)(6) 1,979,837 D (5) 100,610,216 I By Mend Investment Holdings I, L.P.(3)(4)
Class A Common Stock 85,733,022 I By Hellman & Friedman Capital Partners X (Parallel), L.P.(3)(4)
Class A Common Stock 8,955,577 I By HFCP X (Parallel - A), L.P.(3)(4)
Class A Common Stock 4,806,160 I By Mend Partners II, L.P.(3)(4)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Units (1) 03/04/2026 C(1)(2) 13,198,914 (1) (1) Class A Common Stock 13,198,914 (1) 102,590,053 I By Mend Investment Holdings I, L.P.(2)(3)
Common Units (1) 03/05/2026 C(1)(6) 1,979,837 (1) (1) Class A Common Stock 1,979,837 (1) 100,610,216 I By Mend Investment Holdings I, L.P.(2)(3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hellman & Friedman Capital Partners X (Parallel), L.P.
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
HFCP X (Parallel-A), L.P.
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
Mend Partners II, L.P.
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
Mend Investment Holdings I, L.P.
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
Hellman & Friedman Investors X, L.P.
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
Mend Partners GP, LLC
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
Mend Investment Holdings GP, LLC
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
Hellman & Friedman Capital Partners X, L.P.
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X
H&F Corporate Investors X, Ltd.
C/O HELLMAN & FRIEDMAN LLC
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA 94105
X

Signatures

By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd., the general partner of Hellman & Friedman Investors X, L.P., the general partner of Hellman & Friedman Capital Partners X (Parallel), L.P. 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd., the general partner of Hellman & Friedman Investors X, L.P., the general partner of HFCP X (Parallel - A), L.P. 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd., the general partner of Hellman & Friedman Investors X, L.P., the managing member of Mend Partners GP, LLC, the general partner of Mend Partners II, L.P. 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; VP of H&F Corporate Investors X, Ltd., the GP of Hellman & Friedman Investors X, L.P., the GP of Hellman & Friedman Capital Partners X, L.P., the MM of Mend Investment Holdings GP, LLC, the GP of Mend Investment Holdings I, L.P. 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd., the general partner of Hellman & Friedman Investors X, L.P. 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd., the general partner of Hellman & Friedman Investors X, L.P., the managing member of Mend Partners GP, LLC 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd., the general partner of Hellman & Friedman Investors X, L.P., the G.P. of Hellman & Friedman X Capital Partners, L.P., the managing member of Mend Investment Holding GP LLC 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd., the general partner of Hellman & Friedman Investors X, L.P., the general partner of Hellman & Friedman Capital Partners X, L.P. 03/06/2026
**Signature of Reporting Person Date
By: /s/ Jacob Best; Jacob Best, Vice President of H&F Corporate Investors X, Ltd. 03/06/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange the common units of Medline Holdings, LP ("Common Units") for shares of Class A common stock ("Class A Common Stock") of Medline Inc. (the "Issuer"), on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. These exchange rights do not expire
(2) On March 4, 2026, Mend Investment Holdings I, L.P. exchanged 13,198,914 Common Units for an equal number of shares of Class A Common Stock and the Issuer automatically cancelled an equivalent number of shares of the Class B common stock ("Class B Common Stock") of the Issuer held by Mend Investment Holdings I, L.P.
(3) Hellman & Friedman Investors X, L.P. ("Investors X GP") is the general partner of Hellman & Friedman Capital Partners X (Parallel), L.P. and HFCP X (Parallel - A), L.P. Mend Partners GP, LLC ("Mend GP") is the general partner of Mend Partners II, L.P. Investors X GP is the managing member of Mend GP. Mend Investment Holdings GP, LLC ("Mend Investment GP") is the general partner of Mend Investment Holdings I, L.P. Hellman & Friedman Capital Partners X, L.P. ("HFCP X") is the managing member of Mend Investment GP. Investors X GP is the general partner of HFCP X. H&F Corporate Investors X, Ltd. ("Investors X Ltd.") is the general partner of Investors X GP.
(4) (Continued from footnote 3) A three-member board of directors of Investors X Ltd. has voting and investment discretion over the securities held by Hellman & Friedman Capital Partners X (Parallel), L.P., HFCP X (Parallel - A), Mend Partners II, L.P., and Mend Investment Holdings I, L.P. Each of the members of the board of directors of Investors X Ltd. disclaims beneficial ownership of such shares.
(5) Shares of the Class B Common Stock have no economic value and have one vote per share. One share of Class B Common Stock is issued for each Common Unit held. Upon an exchange of Common Units for shares of the Class A common stock, an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled.
(6) On March 5, 2026, Mend Investment Holdings I, L.P. exchanged 1,979,837 Common Units for an equal number of shares of Class A Common Stock and the Issuer automatically cancelled an equivalent number of shares of the Class B Common Stoc held by Mend Investment Holdings I, L.P.

Remarks:
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that for purposes of Section 16 of the Exchange Act, or otherwise, that the Reporting Persons are subject to Section 16 of the Exchange Act or that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Medline Inc. published this content on March 06, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 06, 2026 at 22:29 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]