J.H. Whitney-affiliated funds trim Aveanna (AVAH) stake with 3M-share sale

Rhea-AI Filing Summary

Aveanna Healthcare Holdings insider entities reported sizable stock sales. On June 30, 2026, investment entities associated with Robert M. Williams Jr., including J.H. Whitney VII, L.P. and related Iliad holding vehicles, sold a combined 3,000,000 shares of Aveanna common stock at $8.01 per share in open-market transactions.

After these sales, the entities continued to hold large indirect positions, such as 10,112,123 shares held by J.H. Whitney VII, L.P., 1,813,795 shares held by JHW Iliad Holdings LLC, and 190,130 shares held by JHW Iliad Holdings II LLC, with additional shares held by PSA-affiliated holding companies. Footnotes state that Williams and the managing entities may be deemed to share voting and dispositive power, but each disclaims beneficial ownership except to the extent of any pecuniary interest.

Insights

Insider trading & ownership structure analyst

Affiliated funds sold 3M Aveanna shares but retain a large stake.

Entities affiliated with Robert M. Williams Jr. reported open-market sales of 3,000,000 shares of Aveanna common stock at $8.01 per share on June 30, 2026. These trades were executed by private investment vehicles such as J.H. Whitney VII, L.P. and Iliad-branded holding companies, not by Williams personally.

The filing shows substantial remaining indirect holdings, including 10,112,123 shares at J.H. Whitney VII, L.P., 1,813,795 shares at JHW Iliad Holdings LLC, and other multi-million-share positions at PSA Healthcare Investment Holdings LLC and PSA Iliad Holdings LLC. This indicates the reported sales represent only a portion of the overall position visible in this filing.

Footnotes explain a layered governance structure: management entities like Equity Partners VII, Strategic Partners VII, Project Iliad, and Capital Partners may share voting and dispositive power over the shares held by the stockholder entities. Each of these entities, and Williams himself, expressly disclaims beneficial ownership beyond their pecuniary interests, highlighting that economic exposure is spread across multiple investment vehicles rather than a single individual.

Insider Trade Summary

Net Seller: 3,000,000 shares

Net Sell 6 txns

Insider WILLIAMS ROBERT M JR

Role 10% Owner

Sold 3,000,000 shs ($24.03M)

Type	Security	Shares	Price	Value
Sale	Common Stock, $0.01 par value	2,419,035	$8.01	$19.38M
Sale	Common Stock, $0.01 par value	525,844	$8.01	$4.21M
Sale	Common Stock, $0.01 par value	55,121	$8.01	$442K
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 — 10,112,123 shares (Indirect, By J.H. Whitney VII, L.P.); Common Stock, $0.01 par value — 1,813,795 shares (Indirect, By JHW Iliad Holdings LLC); Common Stock, $0.01 par value — 190,130 shares (Indirect, By JHW Iliad Holdings II LLC); Common Stock, $0.01 par value — 0 shares (Direct); Common Stock, $0.01 par value — 15,523,810 shares (Indirect, By PSA Healthcare Investment Holdings LLC); Common Stock, $0.01 par value — 1,426,034 shares (Indirect, By PSA Iliad Holdings LLC)

Footnotes (4)

1. F1. 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"). 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 JHW VII, PSA Healthcare and PSA Iliad Holdings, 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.
2. F2. Project Iliad Managing Member, LLC ("Project Iliad") is the managing member of JHW Iliad Holdings LLC ("JHW Iliad"). As a result, Project Iliad may be deemed to share voting and dispositive power with respect to the Shares held by JHW Iliad. Project Iliad disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
3. F3. J.H. Whitney Capital Partners, LLC ("Capital Partners") is the sole member of J.H. Whitney VII Management Co., LLC ("Management Co. VII"), which is the managing member of JHW Iliad Holdings II LLC ("JHW Iliad II," and, collectively with PSA Healthcare, JHW Iliad, and PSA Iliad Holdings, the "Stockholder Entities"). As a result, each of Capital Partners and Management Co. VII may be deemed to share voting and dispositive power with respect to the Shares held by JHW Iliad II. Each of Capital Partners and Management Co. VII disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
4. F4. Robert M. Williams, Jr is a Managing Member of Equity Partners VII, a Member of Project Iliad and a Senior Managing Director of Capital Partners. As a result, the undersigned may be deemed to share voting and dispositive power with respect to the Shares held by the Stockholder Entities. The undersigned disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Key Figures

Shares sold: 3,000,000 shares Sale price: $8.01 per share J.H. Whitney VII holdings: 10,112,123 shares +4 more

7 metrics

Shares sold 3,000,000 shares Aggregate open-market sales on June 30, 2026

Sale price $8.01 per share Price for each reported sale transaction

J.H. Whitney VII holdings 10,112,123 shares Common stock indirectly held after transactions

JHW Iliad Holdings LLC holdings 1,813,795 shares Common stock indirectly held after transactions

JHW Iliad Holdings II LLC holdings 190,130 shares Common stock indirectly held after transactions

PSA Iliad Holdings LLC holdings 1,426,034 shares Common stock indirectly held after transactions

PSA Healthcare Investment Holdings LLC holdings 15,523,810 shares Common stock indirectly held after transactions

Key Terms

open-market sale, indirect ownership, voting and dispositive power, beneficial ownership, +2 more

6 terms

open-market sale financial

"Sale in open market or private transaction"

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.

indirect ownership financial

"direct_or_indirect": "I","nature_of_ownership": "By JHW Iliad Holdings LLC""

voting and dispositive power financial

"may be deemed to share voting and dispositive power with respect to the Shares"

beneficial ownership financial

"disclaims beneficial ownership of such securities except to the extent of its pecuniary interest"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein"

ten percent owner financial

""is_ten_percent_owner": 1"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 12:18 PM Accepted by SEC EDGAR 07/02/2026 - 12:18 PM Learn about SEC filing dates

FAQ

What did Aveanna Healthcare (AVAH) insider-affiliated entities do in this Form 4?

Affiliated investment entities reported selling 3,000,000 Aveanna shares at $8.01 each on June 30, 2026. These were open-market sales by funds such as J.H. Whitney VII, L.P. and Iliad holding vehicles, rather than direct personal trades by Robert M. Williams Jr.

How many Aveanna (AVAH) shares did the J.H. Whitney funds sell and at what price?

Entities linked to the J.H. Whitney platform sold a combined 3,000,000 shares of Aveanna common stock at $8.01 per share. Individual transactions included 2,419,035 shares by J.H. Whitney VII, L.P. and additional blocks by JHW Iliad Holdings and JHW Iliad Holdings II affiliates.

What Aveanna (AVAH) stake remains after the reported insider-related sales?

After the transactions, affiliated entities still hold sizeable indirect stakes, including 10,112,123 shares at J.H. Whitney VII, L.P., 1,813,795 shares at JHW Iliad Holdings LLC, and 190,130 shares at JHW Iliad Holdings II LLC, plus large positions at PSA Healthcare Investment Holdings LLC and PSA Iliad Holdings LLC.

Are the Aveanna (AVAH) transactions attributed personally to Robert M. Williams Jr?

The trades are reported through stockholder entities such as J.H. Whitney VII, L.P. and Iliad holding companies. Footnotes state Williams may be deemed to share voting and dispositive power but disclaims beneficial ownership except for his pecuniary interest in those entities.

What type of transactions were reported in the Aveanna (AVAH) Form 4?

The Form 4 shows open-market sales of common stock, coded as “S” transactions. There are no derivative exercises reported, and the derivativeSummary is empty, indicating no new options or similar instruments were exercised in this particular filing.

Which entities hold Aveanna (AVAH) shares for the reporting person after these trades?

Post-transaction holdings are spread across several vehicles, including J.H. Whitney VII, L.P., JHW Iliad Holdings LLC, JHW Iliad Holdings II LLC, PSA Healthcare Investment Holdings LLC, and PSA Iliad Holdings LLC, reflecting a multi-entity private equity ownership structure.

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^*

WILLIAMS ROBERT M JR

(Last) (First) (Middle)

C/O J.H. WHITNEY CAPITAL PARTNERS, LLC

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)
06/30/2026

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(4)
Common Stock, $0.01 par value	06/30/2026		S		2,419,035	D	$8.01	10,112,123	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	06/30/2026		S		525,844	D	$8.01	1,813,795	I	By JHW Iliad Holdings LLC(2)
Common Stock, $0.01 par value								1,426,034	I	By PSA Iliad Holdings LLC(1)
Common Stock, $0.01 par value	06/30/2026		S		55,121	D	$8.01	190,130	I	By JHW Iliad Holdings II LLC(2)(3)

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"). 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 JHW VII, PSA Healthcare and PSA Iliad Holdings, 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.

2. Project Iliad Managing Member, LLC ("Project Iliad") is the managing member of JHW Iliad Holdings LLC ("JHW Iliad"). As a result, Project Iliad may be deemed to share voting and dispositive power with respect to the Shares held by JHW Iliad. Project Iliad disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.

3. J.H. Whitney Capital Partners, LLC ("Capital Partners") is the sole member of J.H. Whitney VII Management Co., LLC ("Management Co. VII"), which is the managing member of JHW Iliad Holdings II LLC ("JHW Iliad II," and, collectively with PSA Healthcare, JHW Iliad, and PSA Iliad Holdings, the "Stockholder Entities"). As a result, each of Capital Partners and Management Co. VII may be deemed to share voting and dispositive power with respect to the Shares held by JHW Iliad II. Each of Capital Partners and Management Co. VII disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.

4. Robert M. Williams, Jr is a Managing Member of Equity Partners VII, a Member of Project Iliad and a Senior Managing Director of Capital Partners. As a result, the undersigned may be deemed to share voting and dispositive power with respect to the Shares held by the Stockholder Entities. The undersigned disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

	/s/ David Zatlukal, Attorney-in-Fact	07/02/2026
	** 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)