TC Group VII S1, L.P.'s Form 4 filing
Medline Inc.MDLN · filed Dec 22, 2025
- Accession no.
- 0001493152-25-028785
- Filed
- Dec 22, 2025, 4:30 PM ET
- Trade date
- Dec 18, 2025
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not checked
This filing lists 4 non-derivative transactions and 1 derivative transaction. Open-market sales total $555.0M. It was filed 4 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| TC Group VII S1, L.P.CIK 0001772631 | 10% Owner |
| TC Group VII S1, L.L.C.CIK 0001772672 | 10% Owner |
| TC Group VIII, L.L.C.CIK 0002091280 | 10% Owner |
| TC Group VII Lux GP, S.a.r.l.CIK 0002091290 | 10% Owner |
| TC Group VIII Lux GP, S.a.r.l.CIK 0002091295 | 10% Owner |
| TC Group VIII, L.P.CIK 0002092095 | 10% Owner |
| Cpep GP, LLCCIK 0002100740 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 18, 2025 | Class A Common Stock | CConversionAcquired | +6,815,617 | –F2 | – | 165,061,257 | Indirect | Duplicate filing |
| Dec 18, 2025 | Class B Common Stock | JOtherDisposed | −6,815,617 | –F5 | – | 70,927,355 | Indirect | Duplicate filing |
| Dec 18, 2025 | Class A Common Stock | SSaleDisposed | −19,136,333 | $29.00 | −$554,953,657 | 145,924,924 | Indirect | Duplicate filing |
| Dec 18, 2025 | Class A Common Stock | JOtherDisposed | −1,549,243 | –F7 | – | 144,375,681 | Indirect | Duplicate filing |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 18, 2025 | Class A Common Stock | CConversionDisposed | −6,815,617 | $0.00 | $0 | 70,927,355 | Indirect | Duplicate filing |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F2
Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their Common Units for shares of 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.
Referenced by the price of 1 transaction in Table I.
- F5
Represents a cancellation of shares of the Issuer's Class B common stock ("Class B Common Stock") held by CP Circle Holdings, L.P. as a result of an exchange of an equivalent number of Common Units to shares of Class A Common Stock. Shares of 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 Class A Common Stock, an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled.
Referenced by the price of 1 transaction in Table I.
- F7
Represents a pro-rata distribution for no consideration by Carlyle Mozart Coinvestment Holdings, L.P. to its limited partner. Pursuant to the terms of a lock-up agreement, the limited partner is bound to certain restrictions on the shares distributed, as set forth therein.
Referenced by the price of 1 transaction in Table I.
Remarks
Due to the limitations of the electronic filing system, The Carlyle Group Inc., Carlyle Holdings I GP Inc., Carlyle Holdings I GP Sub L.L.C., Carlyle Holdings I L.P., CG Subsidiary Holdings L.L.C., TC Group, L.L.C., TC Group Sub L.P., Carlyle Mozart Coinvestment Holdings, L.P., CP VII Circle AIF Holdings, S.C.Sp., CP VII Circle Holdings, L.P., CP VII Circle Holdings - A, L.P., CP VIII Circle AIF Holdings, S.C.Sp., CP VIII Circle Holdings, L.P., CPEP Circle Holdings L.P. and CP Circle Holdings, L.P. are filing a separate Form 4.