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190K Advantage Solutions (ADV) shares distributed to limited partners

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Karman Topco L.P., a 10% owner of Advantage Solutions Inc., reported an internal restructuring transaction involving 190,324 shares of Class A Common Stock on May 14, 2026. The shares were distributed pro-rata in kind to certain limited partners in exchange for their partnership interests, at a stated price of $0.00 per share, indicating no open-market trade.

After this distribution, Karman Topco L.P. reported holding 6,998,347 shares directly. The filing also notes that the share amounts reflect a 1-for-25 reverse stock split that Advantage Solutions effected on March 26, 2026.

Positive

  • None.

Negative

  • None.
Insider Karman Topco L.P.
Role null
Type Security Shares Price Value
Other Class A Common Stock 190,324 $0.00 --
Holdings After Transaction: Class A Common Stock — 6,998,347 shares (Direct, null)
Footnotes (1)
  1. Represents a pro-rata distribution in-kind to certain limited partners of the Reporting Person in exchange of limited partner interests held by such limited partners. The amount of shares reported herein reflects a 1-for-25 reverse stock split that was effected by the Issuer on March 26, 2026.
Shares distributed 190,324 shares Pro-rata in-kind distribution to limited partners on May 14, 2026
Price per share $0.00 per share Stated value for the restructuring distribution
Shares held after transaction 6,998,347 shares Karman Topco L.P. post-transaction Class A Common Stock holding
Reverse stock split ratio 1-for-25 Reverse split effected by issuer on March 26, 2026
Transaction code J Other acquisition or disposition (restructuring-related)
pro-rata distribution in-kind financial
"Represents a pro-rata distribution in-kind to certain limited partners of the Reporting Person"
reverse stock split financial
"reflects a 1-for-25 reverse stock split that was effected by the Issuer"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
limited partners financial
"distribution in-kind to certain limited partners of the Reporting Person"
Limited partners are investors who provide most of the capital to an investment partnership but do not run its day-to-day business; they have liability only up to the amount they invested. Think of them as silent backers who hire a manager to make decisions and share in profits or losses; their importance to investors lies in shaping how much money a fund can deploy, the risk and return profile they receive, and the liquidity and fees associated with that investment.
Class A Common Stock financial
"security_title: Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Other acquisition or disposition financial
"transaction_code_description: Other acquisition or disposition"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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
Estimated average burden
hours per response:0.5
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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Karman Topco L.P.
(Last)(First)(Middle)
C/O ADVANTAGE SOLUTIONS INC.
7676 FORSYTH BOULEVARD, FIFTH FLOOR
(Street)
ST. LOUIS MISSOURI 63105
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Advantage Solutions Inc. [ ADV ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/14/2026J(1)190,324(1)D(1)6,998,347(2)D
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a pro-rata distribution in-kind to certain limited partners of the Reporting Person in exchange of limited partner interests held by such limited partners.
2. The amount of shares reported herein reflects a 1-for-25 reverse stock split that was effected by the Issuer on March 26, 2026.
/s/ Bryce Robinson, Secretary05/18/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Karman Topco L.P. report for Advantage Solutions (ADV)?

Karman Topco L.P. reported an internal restructuring transaction involving 190,324 shares of Advantage Solutions Class A Common Stock. The shares were distributed pro-rata in kind to certain limited partners, rather than bought or sold in the open market.

Did Karman Topco L.P. sell Advantage Solutions (ADV) shares on the market?

No, the filing shows a pro-rata in-kind distribution of 190,324 shares to limited partners at a stated price of $0.00 per share. This indicates an internal restructuring, not an open-market purchase or sale of Advantage Solutions stock.

How many Advantage Solutions (ADV) shares does Karman Topco L.P. hold after the transaction?

After the reported transaction, Karman Topco L.P. holds 6,998,347 shares of Advantage Solutions Class A Common Stock directly. This figure comes from the post-transaction ownership line in the Form 4, reflecting its remaining stake after the distribution.

What is the significance of the 1-for-25 reverse stock split for ADV shares?

The Form 4 notes that all share amounts reflect a 1-for-25 reverse stock split effective March 26, 2026. This means every 25 pre-split shares became 1 post-split share, reducing the share count while proportionally increasing the per-share price.

What does a pro-rata in-kind distribution mean for Advantage Solutions (ADV) shareholders?

A pro-rata in-kind distribution means the reporting owner transferred 190,324 shares directly to its limited partners based on their partnership interests. It reallocates who holds the shares but does not itself create buying or selling pressure in the public market.

How is the Form 4 transaction for ADV classified by the SEC code?

The transaction uses code J, described as “Other acquisition or disposition.” In this case, it represents a restructuring-related distribution of 190,324 Advantage Solutions shares to limited partners, rather than a standard purchase, sale, gift, or option exercise.