SEC Form 4 · accession 0001193125-26-361185
Medline Inc. · MDLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen L Miller
Officer — Chief Operating Officer
Period of report
Aug 19, 2026
Accepted (ET)
Aug 21, 2026 · 4:30 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002046386
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Incentive Units of Medline Holdings, LPF1,F2,F3,F4 | $19.01 | Aug 19, 2026 | A | 87,667 | A | — | — | Class A Common Stock | 87,667 | 87,667 | I |
Explanation of responses
- F1Represents performance-based incentive units of Medline Holdings, LP ("Incentive Units"), that were earned as a result of the achievement of certain performance criteria as certified by the compensation committee of the Issuer's board of directors on August 19, 2026. These Incentive Units are fully vested.
- F2Incentive Units are "profit interests" having economic characteristics similar to stock appreciation rights. Vested Incentive Units are convertible, at the holder's election, into a number of Common Units generally equal to (a) the product of the number of vested Incentive Units to be converted with a given per unit participation threshold and then-current difference between the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Class A Common Stock) and the per unit participation threshold of such vested Incentive Units divided by (b) the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Class A Common Stock), subject to certain adjustments.
- F3(Continued from Footnote 2 above) Common Units are exchangeable on a one-for-one basis for shares of Class A Common Stock pursuant to the terms of the Exchange Agreement. These Incentive Units have no expiration date. Such Incentive Units are held indirectly through Medline Management Aggregator LLC.
- F4These securities are held by a trust, of which the Reporting Person is a trustee.