08/03/2026 | Press release | Distributed by Public on 08/03/2026 16:11
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FORM 4
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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 |
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| 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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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ROBBINS LARRY 520 MADISON AVENUE 33RD FLOOR NEW YORK, NY 10022 |
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| /s/ Larry Robbins | 08/03/2026 | |
| **Signature of Reporting Person | Date |
| * | 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) | These shares of the Issuer's common stock, par value $0.0001 per share (the "Shares"), were transferred by Glenview Capital Master Fund, Ltd. to GCM Onshore Investors, L.P. and GCM Cayman Investors, Ltd. on July 1, 2026, in a transaction exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 thereunder, and were subsequently sold by GCM Onshore Investors, L.P. and GCM Cayman Investors, Ltd. |
| (2) | This price reflects the weighted average price for open-market sales of Shares on July 31, 2026 within a $1.00 range. The actual prices for these transactions range from $7.2282 to $7.82, inclusive. Mr. Robbins further undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of Shares sold at each separate price. |
| (3) | GCM Onshore Investors, L.P., GCM Cayman Investors, Ltd., Glenview Capital Master Fund, Ltd., Glenview Offshore Opportunity Master Fund, Ltd. and Glenview Healthcare Master Fund, L.P. (collectively, the "Glenview Investment Funds") are the record holders of these Shares. Mr. Robbins is the Founder, Portfolio Manager and CIO of Glenview Capital Management, LLC, which serves as investment advisor or investment manager to each of the Glenview Investment Funds. Mr. Robbins shares voting and dispositive power over the Shares held by the Glenview Investment Funds and may be deemed to beneficially own such Shares. |
| (4) | Longview Investors LLC ("Longview"), or its affiliates, is the record holder of these securities. Mr. Robbins is the managing member of Longview. Mr. Robbins shares voting and dispositive power over the securities held by Longview and may be deemed to beneficially own such securities. |
| (5) | Mr. Robbins disclaims beneficial ownership over any securities owned by Longview and the Glenview Investment Funds other than to the extent of any pecuniary interest he may have therein. |