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Aveanna (AVAH) Form 4: Minor in-kind share transfers by 10% owner

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

Rhea-AI Filing Summary

Form 4 highlights: On 07/10/2025, Paul R. Vigano, a 10% owner of Aveanna Healthcare Holdings (AVAH), reported two in-kind distributions of common stock from investment vehicles he oversees.

  • 64,773 shares were distributed out of PSA Healthcare Investment Holdings LLC.
  • 17,109 shares were distributed out of PSA Iliad Holdings LLC.

The transactions were coded “J,” indicating bona-fide gifts or distributions at a reported price of $0. Post-transaction, Vigano continues to hold a large indirect stake:

  • 28.9 million shares via J.H. Whitney VII, L.P.
  • 15.5 million shares via PSA Healthcare
  • 5.18 million shares via JHW Iliad Holdings LLC
  • 1.43 million shares via PSA Iliad Holdings LLC
  • 0.54 million shares via JHW Iliad Holdings II LLC

The 81,882-share reduction represents <0.2% of Vigano’s reported indirect ownership and does not involve open-market sales or cash proceeds. No derivative securities were listed. Given the minimal size relative to his overall position, the filing appears neutral in investment significance.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Tiny, non-cash insider distribution; ownership still ~51 M shares—market impact negligible.

The filing records administrative transfers from two Whitney-affiliated entities to their members. Because the code “J” denotes distributions, not disposals for value, there is no signaling of price expectations. The 81.9 k shares transferred equal roughly 0.14 % of the 57 M-plus shares Vigano continues to control indirectly, so float or supply pressure is immaterial. Insider status remains at the 10 % threshold, and no derivatives were exercised or created. I classify this as routine reporting with neutral impact on AVAH’s valuation outlook.

Insider VIGANO PAUL R
Role 10% Owner
Type Security Shares Price Value
Other Common Stock, $0.01 par value 64,773 $0.00 $0.00
Other Common Stock, $0.01 par value 17,109 $0.00 $0.00
holding Common Stock, $0.01 par value -- -- --
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 — 15,523,809 shares (Indirect, By PSA Healthcare Investment Holdings LLC); Common Stock, $0.01 par value — 1,426,034 shares (Indirect, By PSA Iliad Holdings LLC); Common Stock, $0.01 par value — 0 shares (Direct); Common Stock, $0.01 par value — 28,890,756 shares (Indirect, By J.H. Whitney VII, L.P.); Common Stock, $0.01 par value — 5,182,086 shares (Indirect, By JHW Iliad Holdings LLC); Common Stock, $0.01 par value — 543,207 shares (Indirect, By JHW Iliad Holdings II LLC)
Footnotes (6)
  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. Paul R. Vigano 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.
  5. F5. In-kind distribution from PSA Healthcare to its members.
  6. F6. In-kind distribution from PSA Iliad Holdings to its members.

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

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Form 4 Insider Transactions: What Each Field Means →

FAQ

How many Aveanna (AVAH) shares did Paul R. Vigano distribute on 07/10/2025?
He distributed 64,773 shares from PSA Healthcare and 17,109 shares from PSA Iliad Holdings, totaling 81,882 shares.

Was the insider transaction a sale or a gift?
It was coded "J," indicating an in-kind distribution (gift) with $0 consideration rather than an open-market sale.

What is Paul R. Vigano’s remaining indirect ownership in AVAH after the transaction?
He still indirectly controls roughly 51 million AVAH shares through several J.H. Whitney-affiliated entities.

Does the filing affect Vigano’s 10% owner status?
No. After the transfer he remains a 10% beneficial owner of Aveanna.

Were any derivative securities involved in this Form 4?
No derivative securities were reported in Table II.
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*
VIGANO PAUL R
(Last) (First) (Middle)
C/O J.H. WHITNEY CAPITAL PARTNERS, LLC
212 ELM STREET
(Street)
NEW CANAAN CT 06840
(City) (State) (Zip)
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)
3. Date of Earliest Transaction (Month/Day/Year)
07/10/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 28,890,756 I By J.H. Whitney VII, L.P.(1)
Common Stock, $0.01 par value 07/10/2025 J(5) 64,773 D $0 15,523,809 I By PSA Healthcare Investment Holdings LLC(1)
Common Stock, $0.01 par value 5,182,086 I By JHW Iliad Holdings LLC(2)
Common Stock, $0.01 par value 07/10/2025 J(6) 17,109 D $0 1,426,034 I By PSA Iliad Holdings LLC(1)
Common Stock, $0.01 par value 543,207 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. Paul R. Vigano 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.
5. In-kind distribution from PSA Healthcare to its members.
6. In-kind distribution from PSA Iliad Holdings to its members.
/s/ David Zatlukal, Attorney-in-Fact 07/11/2025
** 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.

Source: View Original Filing on SEC EDGAR