03/06/2026 | Press release | Distributed by Public on 03/06/2026 16:01
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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 | ||||||||
| Common Units of Medline Holdings, LP | (1) | 03/04/2026 | C | 7,166,716 | (1) | (1) | Class A Common Stock | 7,166,716 | $ 0 | 55,704,409 | I | See Footnotes(2)(4)(5)(6) | |||
| Common Units of Medline Holdings, LP | (1) | 03/04/2026 | C | 1,083,082 | (1) | (1) | Class A Common Stock | 1,083,082 | $ 0 | 8,418,425 | I | See Footnotes(3)(4)(5)(6) | |||
| Common Units of Medline Holdings, LP | (1) | 03/05/2026 | C | 1,075,007 | (1) | (1) | Class A Common Stock | 1,075,007 | $ 0 | 54,629,402 | I | See Footnotes(2)(4)(5)(6) | |||
| Common Units of Medline Holdings, LP | (1) | 03/05/2026 | C | 162,462 | (1) | (1) | Class A Common Stock | 162,462 | $ 0 | 8,255,963 | I | See Footnotes(3)(4)(5)(6) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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BX Mozart ML-1 Holdco L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154 |
X | |||
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Mozart Aggregator UNLV Holdco L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154 |
X | |||
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BX Mozart ML-1 Holdco GP L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154 |
X | |||
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BCP Mozart Aggregator L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154 |
X | |||
| BX MOZART ML-1 HOLDCO L.P. By: BX Mozart ML-1 Holdco GP L.L.C., its general partner, By: /s/ Robert Brooks Name: Robert Brooks, Title: Vice President | 03/06/2026 | |
| **Signature of Reporting Person | Date | |
| MOZART AGGREGATOR UNLV HOLDCO L.P. By: BCP 8 Holdings Mozart Manager L.L.C., its general partner, By: BMA VIII L.L.C., its managing member, By: /s/ Robert Brooks Name: Robert Brooks, Title: Authorized Signatory | 03/06/2026 | |
| **Signature of Reporting Person | Date | |
| BX MOZART ML-1 HOLDCO GP L.L.C. By: /s/ Robert Brooks Name: Robert Brooks, Title: Vice President | 03/06/2026 | |
| **Signature of Reporting Person | Date | |
| BCP MOZART AGGREGATOR L.P., By: BCP 8 Holdings Mozart Manager L.L.C., its general partner, By: BMA VIII L.L.C., its managing member, By: /s/ Robert Brooks Name: Robert Brooks Title: Authorized Signatory | 03/06/2026 | |
| **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) | Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their common units of Medline Holdings, LP ("Common Units") for shares of Medline Inc.'s (the "Issuer") Class A common stock ("Class A Common Stock") 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) | Reflects securities of the Issuer held directly by BX Mozart ML-1 Holdco L.P. BX Mozart ML-1 Holdco GP L.L.C. is the general partner of BX Mozart ML-1 Holdco L.P. BCP Mozart Aggregator L.P. is the managing member of BX Mozart ML-1 Holdco GP L.L.C. BCP 8 Holdings Mozart Manager L.L.C. is the general partner of BCP Mozart Aggregator L.P. BMA VIII L.L.C. is the managing member of BCP 8 Holdings Mozart Manager L.L.C. |
| (3) | Reflects securities of the Issuer held directly by Mozart Aggregator UNLV Holdco L.P. BCP 8 Holdings Mozart Manager L.L.C. is the general partner of Mozart Aggregator UNLV Holdco L.P. BMA VIII L.L.C. is the managing member of BCP 8 Holdings Mozart Manager L.L.C. |
| (4) | Blackstone Holdings II L.P. is the managing member of BMA VIII L.L.C. Blackstone Holdings I/II GP L.L.C. is the general partner of Blackstone Holdings II L.P. Blackstone Inc. is the sole member of Blackstone Holdings I/II GP L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. |
| (5) | Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| (6) | Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. |
| (7) | Reflects securities of the Issuer held directly by BX Mozart ML-2 Holdco L.P. BX Mozart ML-2 Holdco GP L.L.C. is the general partner of BX Mozart ML-2 Holdco L.P. Mozart Aggregator II L.P. is the managing member of BX Mozart ML-2 Holdco GP L.L.C. Blackstone Management Associates VIII L.P. is the general partner of Mozart Aggregator II LP. BMA VIII L.L.C. is the general partner of Blackstone Management Associates VIII L.P. |
| (8) | Reflects securities of the Issuer held directly by Mozart Aggregator II UNLV Holdco L.P. Mozart Aggregator II LP is the sole limited partner of Mozart Aggregator II UNLV Holdco L.P. Blackstone Management Associates VIII L.P. is the general partner of Mozart Aggregator II LP and of Mozart Aggregator II UNLV Holdco L.P. BMA VIII L.L.C. is the general partner of Blackstone Management Associates VIII L.P. |
| (9) | Reflects securities of the Issuer held directly by Mozart Aggregator II LP. Blackstone Management Associates VIII L.P. is the general partner of Mozart Aggregator II LP. BMA VIII L.L.C. is the general partner of Blackstone Management Associates VIII L.P. |
| (10) | Shares of the Issuer's Class B common stock ("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 the conversion of Common Units, an equivalent number of shares of Class B Common Stock were automatically cancelled. |
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Remarks: Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4. |
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