J.H. Whitney fund trims Aveanna (AVAH) stake with 5,842,240-share open-market sale

Rhea-AI Filing Summary

J.H. Whitney Equity Partners VII, LLC, a ten percent owner of Aveanna Healthcare Holdings, Inc., reported that an affiliated entity, J.H. Whitney VII, L.P., completed an open-market sale of 5,842,240 shares of common stock at $6.24 per share. After this sale, J.H. Whitney VII, L.P. continues to hold 13,450,547 shares indirectly. Related entities PSA Healthcare Investment Holdings LLC and PSA Iliad Holdings LLC hold 15,523,810 and 1,426,034 shares, respectively, while direct holdings by the reporting person are shown as zero. The reporting entities disclaim beneficial ownership beyond their pecuniary interest.

Insights

Equity ownership and governance analyst

Large Aveanna shareholder executes sizable open-market sale but retains major stake.

The filing shows an affiliated fund of J.H. Whitney Equity Partners VII, LLC sold 5,842,240 Aveanna common shares in an open-market transaction at $6.24 per share. This is a direct reduction in that fund’s position, not a derivative-related or tax-withholding event.

Following the sale, J.H. Whitney VII, L.P. still holds 13,450,547 shares indirectly, while other related entities hold an additional 1,426,034 and 15,523,810 shares. The reporting entities disclaim beneficial ownership beyond their pecuniary interest, so the economic exposure is spread across multiple vehicles.

The transaction is a clear net sell event, but sizable continuing holdings mean J.H. Whitney–related entities remain significant Aveanna shareholders as of the June 3, 2026 transaction date. Future company filings may further detail any subsequent ownership changes.

Insider Trade Summary

Net Seller: 5,842,240 shares ($36,455,578)

Net Sell 4 txns

Insider J.H. Whitney Equity Partners VII, LLC

Role null

Sold 5,842,240 shs ($36.46M)

Type	Security	Shares	Price	Value
Sale	Common Stock, $0.01 par value	5,842,240	$6.24	$36.46M
holding	Common Stock, $0.01 par value	--	--	--
holding	Common Stock, $0.01 par value	--	--	--
holding	Common Stock, $0.01 par value	--	--	--

Holdings After Transaction: Common Stock, $0.01 par value — 13,450,547 shares (Indirect, By J.H. Whitney VII, L.P.); Common Stock, $0.01 par value — 0 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold: 5,842,240 shares Sale price per share: $6.24 per share Shares held by J.H. Whitney VII, L.P. after sale: 13,450,547 shares +3 more

6 metrics

Shares sold 5,842,240 shares Open-market sale of Aveanna common stock on June 3, 2026

Sale price per share $6.24 per share Price for open-market sale of 5,842,240 Aveanna shares

Shares held by J.H. Whitney VII, L.P. after sale 13,450,547 shares Indirect Aveanna common stock holdings following the transaction

Shares held by PSA Healthcare Investment Holdings LLC 15,523,810 shares Indirect Aveanna common stock position as reported

Shares held by PSA Iliad Holdings LLC 1,426,034 shares Indirect Aveanna common stock position as reported

Direct holdings after transactions 0 shares Direct Aveanna common stock held by reporting person after updates

Key Terms

open-market sale, ten percent owner, indirect ownership, disclaims beneficial ownership, +1 more

5 terms

open-market sale financial

"completed an open-market sale of 5,842,240 shares of common stock"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

ten percent owner financial

"J.H. Whitney Equity Partners VII, LLC, a ten percent owner of Aveanna Healthcare"

indirect ownership financial

"After this sale, J.H. Whitney VII, L.P. continues to hold 13,450,547 shares indirectly"

disclaims beneficial ownership financial

"Each of Equity Partners VII and Strategic Partners VII disclaims beneficial ownership of such securities"

voting and dispositive power financial

"may be deemed to share voting and dispositive power with respect to shares of common stock"

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

J.H. Whitney Equity Partners VII, LLC

(Last) (First) (Middle)

212 ELM STREET

(Street)

NEW CANAAN CONNECTICUT 06840

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Aveanna Healthcare Holdings, Inc. [ AVAH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value								0	D(1)
Common Stock, $0.01 par value	06/03/2026		S		5,842,240	D	$6.24	13,450,547	I	By J.H. Whitney VII, L.P.(1)
Common Stock, $0.01 par value								15,523,810	I	By PSA Healthcare Investment Holdings LLC(1)
Common Stock, $0.01 par value								1,426,034	I	By PSA Iliad Holdings LLC(1)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. J.H. Whitney Equity Partners VII, LLC ("Equity Partners VII") is the general partner of J.H. Whitney VII, L.P. ("JHW VII") and Whitney Strategic Partners VII, L.P. ("Strategic Partners VII"). Strategic Partners VII is the managing member of each of PSA Healthcare Investment Holdings LLC ("PSA Healthcare") and PSA Iliad Holdings LLC ("PSA Iliad Holdings," and, collectively with JHW VII and PSA Healthcare, the "Stockholder Entities"). As a result, Equity Partners VII may be deemed to share voting and dispositive power with respect to shares of common stock, $0.01 par value per share (the "Shares"), held by each of the Stockholder Entities, and Strategic Partners VII may be deemed to share voting and dispositive power with respect to the Shares held by each of PSA Healthcare and PSA Iliad Holdings. Each of Equity Partners VII and Strategic Partners VII disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.

	/s/ David Zatlukal, Attorney-in-Fact	06/05/2026
	** Signature of Reporting Person	Date
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)

FAQ

What did J.H. Whitney-related entities do in the latest Aveanna (AVAH) Form 4?

An entity associated with J.H. Whitney Equity Partners VII, LLC sold 5,842,240 Aveanna common shares at $6.24 each. The filing also updates remaining indirect holdings across several affiliated investment vehicles.

How many Aveanna (AVAH) shares were sold and at what price?

An affiliated fund, J.H. Whitney VII, L.P., executed an open-market sale of 5,842,240 Aveanna common shares. The reported sale price was $6.24 per share, according to the Form 4 transaction details.

How many Aveanna (AVAH) shares does J.H. Whitney VII, L.P. hold after the sale?

After selling 5,842,240 Aveanna shares, J.H. Whitney VII, L.P. is reported to hold 13,450,547 shares indirectly. This figure reflects its position following the June 3, 2026 open-market transaction.

What Aveanna (AVAH) holdings are reported for PSA Healthcare Investment Holdings LLC?

PSA Healthcare Investment Holdings LLC is reported as indirectly holding 15,523,810 Aveanna common shares. This position is associated with J.H. Whitney-related investment structures and is separate from the shares sold by J.H. Whitney VII, L.P.

What Aveanna (AVAH) holdings are reported for PSA Iliad Holdings LLC?

PSA Iliad Holdings LLC is reported as indirectly holding 1,426,034 Aveanna common shares. This entity is managed within the same J.H. Whitney-related investment structure as other stockholder entities disclosed in the Form 4 footnote.

Does J.H. Whitney Equity Partners VII, LLC claim full beneficial ownership of the Aveanna (AVAH) shares?

No. The filing states J.H. Whitney Equity Partners VII, LLC and Whitney Strategic Partners VII, L.P. may be deemed to share voting and dispositive power, but they disclaim beneficial ownership except to the extent of their pecuniary interest.