BridgeBio Pharma (BBIO) holders to resell 5M shares in $390M offering
BridgeBio Pharma, Inc. is facilitating a secondary offering in which a KKR-affiliated selling stockholder is offering 5,000,000 shares of common stock. The shares are priced at $78.00 per share, implying an aggregate offering price of $390,000,000.00, with all net proceeds of approximately $387,075,000.00 going to the selling stockholder; BridgeBio receives no proceeds. Common stock outstanding will remain 195,492,997 shares before and after the transaction, so the deal represents existing holders changing hands rather than new issuance. The selling stockholder’s stake will decrease from 14,232,739 shares (7.3%) to 9,232,739 shares (4.7%). The prospectus supplement sits under a broader shelf that permits resales of up to 24,628,286 shares of common stock. Risk disclosures highlight potential stock price pressure from substantial resale activity, ongoing share price volatility typical of biopharma stocks, and the subordinated nature of common equity to existing and future indebtedness, as well as future potential dilution from additional equity offerings and conversion of preferred stock.
Positive
- None.
Negative
- None.
Filing Explained
The filing adds 6,777,704 potentially issuable conversion shares, while the scheduled August 17 resale changes ownership rather than BridgeBio’s share count.
BridgeBio has disclosed an underwritten resale that is scheduled, but not yet completed: the underwriters agreed, subject to conditions, to purchase the 5,000,000 shares if any are taken, with delivery expected on or about
The broader registration also covers common shares issuable upon conversion of
If those preferred shares are converted, the additional common shares would increase the total share count and reduce existing holders' percentage ownership absent offsetting changes. The named near-term milestone is the expected
Key Figures
Key Terms
shelf registration regulatory
FINRA Rule 5121 regulatory
PDUFA target action date medical
U.S. real property holding corporation regulatory
FATCA regulatory
Offering Details
FAQ
What is BridgeBio Pharma (BBIO) offering in this prospectus supplement?
Does BridgeBio Pharma (BBIO) receive any proceeds from this 5,000,000-share sale?
How large is the BridgeBio (BBIO) secondary sale relative to shares outstanding?
How does this offering affect KKR’s ownership in BridgeBio (BBIO)?
What risks related to this BridgeBio (BBIO) secondary offering are highlighted?
What is the role of KKR Capital Markets in the BridgeBio (BBIO) deal?
AI-generated analysis. How Rhea-AI works. Not financial advice.
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Per Share | Total | |||||
Offering Price | $78.000 | $390,000,000.00 | ||||
Underwriting Discount(1) | $0.585 | $2,925,000.00 | ||||
Proceeds, Before Expenses, to the Selling Stockholder | $77.415 | $387,075,000.00 | ||||
(1) | The selling stockholder will pay all brokerage expenses, fees, and discounts, if any, in connection with the sale of the shares of the selling stockholder’s common stock. See “Underwriting (Conflicts of Interest)” beginning on page S-15 of this prospectus supplement for additional information. |
William Blair | Goldman Sachs & Co. LLC | KKR | ||||
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ABOUT THIS PROSPECTUS SUPPLEMENT | S-1 | ||
PROSPECTUS SUPPLEMENT SUMMARY | S-2 | ||
THE OFFERING | S-3 | ||
RISK FACTORS | S-5 | ||
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS | S-7 | ||
USE OF PROCEEDS | S-9 | ||
SELLING STOCKHOLDER | S-10 | ||
MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES FOR NON-U.S. HOLDERS OF COMMON STOCK | S-11 | ||
UNDERWRITING (CONFLICTS OF INTEREST) | S-15 | ||
LEGAL MATTERS | S-20 | ||
EXPERTS | S-21 | ||
WHERE YOU CAN FIND MORE INFORMATION | S-22 | ||
INFORMATION INCORPORATED BY REFERENCE | S-23 | ||
ABOUT THIS PROSPECTUS | 1 | ||
ABOUT THE COMPANY | 2 | ||
RISK FACTORS | 3 | ||
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS | 4 | ||
USE OF PROCEEDS | 6 | ||
SELLING STOCKHOLDERS | 7 | ||
PLAN OF DISTRIBUTION | 9 | ||
LEGAL MATTERS | 11 | ||
EXPERTS | 11 | ||
WHERE YOU CAN FIND MORE INFORMATION | 11 | ||
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE | 12 | ||
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• | 10,041,746 shares of our common stock issuable upon the exercise of options with a weighted-average price of approximately $25.36 per share; |
• | 9,476,180 shares of our common stock issuable upon the vesting and settlement of outstanding restricted stock units and restricted stock awards; |
• | 10,908,310 shares of our common stock reserved for issuance under our Third Amended and Restated 2021 Stock Option and Incentive Plan as well as any future increases in the number of shares of our common stock reserved for issuance under the Third Amended and Restated 2021 Stock Option and Incentive Plan pursuant to evergreen increase provisions; |
• | 376,868 shares of our common stock reserved for issuance under our Amended and Restated 2019 Inducement Equity Plan; and |
• | 2,969,167 shares of our common stock reserved for issuance under our 2019 Employee Stock Purchase Plan as well as any future increases in the number of shares of our common stock reserved for issuance under the 2019 Employee Stock Purchase Plan pursuant to evergreen increase provisions; |
• | 12,878,305 shares of our common stock reserved for issuance upon the conversion of our 2.50% convertible senior notes due 2027 in the aggregate principal amount of $550.0 million issued in March 2020; |
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• | 7,702,988 shares of our common stock reserved for issuance upon the conversion of our 2.25% convertible senior notes due 2029 in the aggregate principal amount of $747.5 million issued in January and February 2021; and |
• | 11,544,448 shares of our common stock reserved for issuance upon the conversion of our 1.75% convertible senior notes due 2031 in the aggregate principal amount of $575.0 million issued in February 2025; and |
• | 5,720,014 shares of our common stock reserved for issuance upon the conversion of our 0.75% convertible senior notes due 2033 in the aggregate principal amount of $632.5 million issued in January 2026. |
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• | the continued commercial success of AttrubyTM (acoramidis), including our expectations regarding the size and growth potential of the commercial markets for Attruby; |
• | the success, cost and timing of our clinical development of our late-stage product candidates, including low-dose infigratinib for achondroplasia, encaleret for ADH1, and BBP-418 for limb-girdle muscular dystrophy type 2I/R9, or LGMD2I/R9; |
• | our ability to continue planned preclinical and clinical development of our respective development programs, and the timing, cost and success of any such continued preclinical and clinical development and planned regulatory submissions; |
• | the expected timing of our regulatory submissions, and our anticipated interaction with and feedback from the U.S. Food and Drug Administration (the “FDA”) and similar regulatory authorities; |
• | our plans to implement certain development strategies, including our ability to attract and retain potential collaborators with development, regulatory and commercialization expertise; |
• | our ability to obtain and maintain regulatory approval of our product candidates in any of the indications for which we are developing or we plan to develop, and any related restrictions, limitations or warnings in the label of any of our product candidates, if approved; |
• | our ability to successfully commercialize our current product candidates, if approved, and any other product candidates we may identify and pursue, if approved, including our ability to successfully build a specialty sales force and commercial infrastructure to market our current product candidates and any other product candidates we may identify and pursue; |
• | our ability to compete with companies currently marketing approved treatments or engaged in the development of treatments that may become available for any of the indications that our product candidates are designed to target; |
• | our reliance on third parties to conduct our clinical trials and to manufacture drug substance and drug product for our commercial product and certain of our product candidates for use in our clinical trials; |
• | our ability to contract with and the performance of our and our collaborators’ third-party suppliers and manufacturers; |
• | the pricing and reimbursement of our product candidates, if approved; |
• | the size and growth potential of the markets for our current product candidates or other product candidates we may identify and pursue, and our ability to serve and gain acceptance by those markets; |
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• | our ability to identify and advance through clinical development any additional product candidates; |
• | the impacts of public health crises or macroeconomic factors that could impact our business, such as the effects of the ongoing conflicts in the Ukraine or in the Middle East on the global economy; supply chain and inflationary pressures, or significant political, trade or regulatory developments in the jurisdictions in which we may sell our products or conduct our operations; |
• | our ability to retain and recruit key personnel; |
• | the success of competing therapies that are or may become available; |
• | our ability to obtain and maintain adequate intellectual property rights for our product candidates and our ability to operate our business without infringing on the intellectual property rights of others; |
• | our expectations regarding government and third-party payor coverage and reimbursement; |
• | our estimates of our expenses, ongoing losses, capital requirements and our use of cash resources, and our needs for or ability to pay for debt interests and obtain additional financing to complete the clinical trials of any of our product candidates; |
• | the impact of laws and regulations in the United States and foreign countries; |
• | our financial performance, including our anticipated funding to support the potential launch of three additional medicines globally; |
• | adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by financial institutions or transactional counterparties; and |
• | developments and projections relating to our competitors or our industry. |
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Shares Beneficially Owned Before this Offering | Number of Shares Offered | Shares Beneficially Owned After this Offering | |||||||||||||
Name of Selling Stockholder | Shares | % | Shares | % | |||||||||||
KKR Genetic Disorder L.P. and its affiliates(1) | 14,232,739 | 7.3% | 5,000,000 | 9,232,739 | 4.7% | ||||||||||
(1) | Consists of (i) 13,260,971 shares of common stock directly held by KKR Genetic Disorder L.P. and (ii) 971,768 shares of common stock issuable upon conversion of 133,900 shares of the Preferred Stock, based on the initial conversion price of $137.79 per share and without giving effect to any shares issuable in respect of accrued and accumulated dividends shares of common stock, directly held by HCRx Investments HoldCo, L.P. Only shares of common stock directly held by KKR Genetic Disorder L.P. will be sold in this offering. |
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• | U.S. expatriates and former citizens or long-term residents of the United States; |
• | persons subject to the alternative minimum tax; |
• | persons holding our common stock as part of a hedge, straddle or other risk reduction strategy or as part of a conversion transaction or other integrated investment; |
• | banks, insurance companies and other financial institutions; |
• | brokers, dealers or traders in securities; |
• | “controlled foreign corporations,” “passive foreign investment companies” and corporations that accumulate earnings to avoid U.S. federal income tax; |
• | partnerships or other entities or arrangements treated as partnerships for U.S. federal income tax purposes (and investors therein); |
• | tax-exempt organizations or governmental organizations; |
• | persons deemed to sell our common stock under the constructive sale provisions of the Code; |
• | persons who hold or receive our common stock pursuant to the exercise of any employee stock option or otherwise as compensation; |
• | tax-qualified retirement plans; and |
• | “qualified foreign pension funds” as defined in Section 897(l)(2) of the Code and entities all of the interests of which are held by qualified foreign pension funds. |
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• | an individual who is a citizen or resident of the United States; |
• | a corporation created or organized under the laws of the United States, any state thereof, or the District of Columbia; |
• | an estate, the income of which is subject to U.S. federal income tax regardless of its source; or |
• | a trust that (1) is subject to the primary supervision of a U.S. court and the control of one or more “United States persons” (within the meaning of Section 7701(a)(30) of the Code) or (2) has a valid election in effect to be treated as a United States person for U.S. federal income tax purposes. |
• | the gain is effectively connected with the Non-U.S. Holder’s conduct of a trade or business within the United States (and, if required by an applicable income tax treaty, the Non-U.S. Holder maintains a permanent establishment in the United States to which such gain is attributable); |
• | the Non-U.S. Holder is a nonresident alien individual present in the United States for 183 days or more during the taxable year of the disposition and certain other requirements are met; or |
• | our common stock constitutes a U.S. real property interest, or USRPI, by reason of our status as a U.S. real property holding corporation, or USRPHC, for U.S. federal income tax purposes. |
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Underwriters | Number of Shares | ||
William Blair & Company, L.L.C. | 1,250,000 | ||
Goldman Sachs & Co. LLC | 1,250,000 | ||
KKR Capital Markets LLC | 2,500,000 | ||
Total | 5,000,000 | ||
Per Share | Total | |||||
Offering Price | $78.000 | $390,000,000.00 | ||||
Underwriting Discount | $0.585 | $2,925,000.00 | ||||
Proceeds, Before Expenses, to the Selling Stockholder | $77.415 | $387,075,000.00 | ||||
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(a) | to any legal entity which is a qualified investor as defined under the Prospectus Regulation; |
(b) | to fewer than 150 natural or legal persons (other than qualified investors as defined under the Prospectus Regulation), subject to obtaining the prior consent of the representatives for any such offer; or |
(c) | in any other circumstances falling within Article 1(4) of the Prospectus Regulation, |
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(a) | to any legal entity which is a qualified investor as defined under Article 2 of the UK Prospectus Regulation; |
(b) | to fewer than 150 natural or legal persons (other than qualified investors as defined under Article 2 of the UK Prospectus Regulation), subject to obtaining the prior consent of the representatives for any such offer; or |
(c) | in any other circumstances falling within Section 86 of the FSMA; |
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• | our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 24, 2026; |
• | our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the SEC on May 7, 2026; |
• | our Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 filed with the SEC on August 10, 2026; |
• | our Definitive Proxy Statement on Schedule 14A (other than information furnished rather than filed), filed with the SEC on April 24, 2026; |
• | our Current Reports on Form 8-K filed with the SEC on January 12, 2026 (with respect to Item 8.01 only), January 21, 2026, February 12, 2026, March 30, 2026, May 7, 2026 (with respect to Item 8.01 only), May 8, 2026, May 13, 2026, May 27, 2026, June 26, 2026, July 2, 2026 (with respect to Items 1.01, 3.02, 3.03, and 5.03 only), and July 22, 2026 (in each case, other than information furnished rather than filed); and |
• | the description of our common stock contained in Exhibit 4.3 to our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on February 25, 2022, including any amendments or reports filed for the purpose of updating such description. |
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ABOUT THIS PROSPECTUS | 1 | ||
ABOUT THE COMPANY | 2 | ||
RISK FACTORS | 3 | ||
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS | 4 | ||
USE OF PROCEEDS | 6 | ||
SELLING STOCKHOLDERS | 7 | ||
PLAN OF DISTRIBUTION | 9 | ||
LEGAL MATTERS | 11 | ||
EXPERTS | 11 | ||
WHERE YOU CAN FIND MORE INFORMATION | 11 | ||
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE | 12 | ||
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• | the continued commercial success of AttrubyTM (acoramidis), including our expectations regarding the size and growth potential of the commercial markets for Attruby; |
• | the success, cost and timing of our clinical development of our late-stage product candidates, including low-dose infigratinib for achondroplasia, encaleret for ADH1, and BBP-418 for limb-girdle muscular dystrophy type 2I/R9, or LGMD2I/R9; |
• | our ability to continue planned preclinical and clinical development of our respective development programs, and the timing, cost and success of any such continued preclinical and clinical development and planned regulatory submissions; |
• | our ability to initiate, recruit and enroll patients in and conduct our clinical trials at the pace that we project; |
• | the expected timing of our regulatory submissions, and our anticipated interaction with and feedback from the U.S. Food and Drug Administration (the “FDA”) and similar regulatory authorities; |
• | our plans to implement certain development strategies, including our ability to attract and retain potential collaborators with development, regulatory and commercialization expertise; |
• | our ability to obtain and maintain regulatory approval of our product candidates in any of the indications for which we are developing or we plan to develop, and any related restrictions, limitations or warnings in the label of any of our product candidates, if approved; |
• | our ability to successfully commercialize our current product candidates, if approved, and any other product candidates we may identify and pursue, if approved, including our ability to successfully build a specialty sales force and commercial infrastructure to market our current product candidates and any other product candidates we may identify and pursue; |
• | our ability to compete with companies currently marketing approved treatments or engaged in the development of treatments that may become available for any of the indications that our product candidates are designed to target; |
• | our reliance on third parties to conduct our clinical trials and to manufacture drug substance and drug product for our commercial product and certain of our product candidates for use in our clinical trials; |
• | our ability to contract with and the performance of our and our collaborators’ third-party suppliers and manufacturers; |
• | the pricing and reimbursement of our product candidates, if approved; |
• | the size and growth potential of the markets for our current product candidates or other product candidates we may identify and pursue, and our ability to serve and gain acceptance by those markets; |
• | our ability to identify and advance through clinical development any additional product candidates; |
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• | the impacts of public health crises or macroeconomic factors that could impact our business, such as the effects of the ongoing conflicts in the Ukraine or in the Middle East on the global economy; supply chain and inflationary pressures, or significant political, trade or regulatory developments in the jurisdictions in which we may sell our products or conduct our operations; |
• | our ability to retain and recruit key personnel; |
• | the success of competing therapies that are or may become available; |
• | our ability to obtain and maintain adequate intellectual property rights for our product candidates and our ability to operate our business without infringing on the intellectual property rights of others; |
• | our expectations regarding government and third-party payor coverage and reimbursement; |
• | our estimates of our expenses, ongoing losses, capital requirements and our use of cash resources, and our needs for or ability to pay for debt interests and obtain additional financing to complete the clinical trials of any of our product candidates; |
• | the impact of laws and regulations in the United States and foreign countries; |
• | our financial performance, including our anticipated funding to support the potential launch of three additional medicines globally; |
• | adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by financial institutions or transactional counterparties; and |
• | developments and projections relating to our competitors or our industry. |
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Shares Beneficially Owned Before this Offering | Number of Shares Offered | Shares Beneficially Owned After this Offering(4) | |||||||||||||
Name of Selling Stockholder | Shares | % | Shares | % | |||||||||||
KKR Genetic Disorder L.P. and its affiliates(1) | 14,232,739 | 7.3% | 14,232,739 | 0 | * | ||||||||||
Chinotto Investments, LLC(2) | 5,805,936 | 2.9% | 5,805,936 | 0 | * | ||||||||||
Aisling Capital IV, LP(3) | 4,589,611 | 2.3% | 6,068,125 | 0 | * | ||||||||||
* | Less than 1%. |
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(1) | Consists of (i) 13,260,971 shares of common stock directly held by KKR Genetic Disorder L.P. and (ii) 971,768 shares of common stock issuable upon conversion of 133,900 shares of the Preferred Stock, based on the initial conversion price of $137.79 per share and without giving effect to any shares issuable in respect of accrued and accumulated dividends shares of common stock, directly held by HCRx Investments HoldCo, L.P. |
KKR Genetic Disorder GP LLC, as the general partner of KKR Genetic Disorder L.P., KKR Group Partnership L.P., as the sole member of KKR Genetic Disorder GP LLC, KKR Group Holdings Corp., as the general partner of KKR Group Partnership L.P., KKR Group Co. Inc., as the sole shareholder of KKR Group Holdings Corp., KKR & Co. Inc., as the sole shareholder of KKR Group Co. Inc., KKR Management LLP, as the Series I preferred stockholder of KKR & Co. Inc., and Messrs. Henry R. Kravis and George R. Roberts, as the founding partners of KKR Management LLP, may be deemed to be the beneficial owners having shared voting and investment power with respect to the securities reported herein as being held directly by KKR Genetic Disorder L.P. |
HCRx Master GP, LLC , as the general partner of HCRx Investments HoldCo, L.P., Healthcare Royalty Management, LLC as the investment manager of HCRx Investments HoldCo, L.P., KKR Harbor Holdings L.P., as a member of Healthcare Royalty Management, LLC, KKR Harbor Holdings GP LLC, as the general partner of KKR Harbor Holdings L.P., KKR Group Assets Holdings III L.P. as the sole member of KKR Harbor Holdings GP LLC, KKR Group Assets III GP LLC, as the general partner of KKR Group Assets Holdings III L.P., KKR Group Partnership L.P., as the sole member of KKR Group Assets III GP LLC, KKR Group Holdings Corp., as the general partner of KKR Group Partnership L.P., KKR Group Co. Inc., as the sole shareholder of KKR Group Holdings Corp., KKR & Co. Inc., as the sole shareholder of KKR Group Co. Inc., KKR Management LLP, as the Series I preferred stockholder of KKR & Co. Inc., and Messrs. Henry R. Kravis and George R. Roberts, as the founding partners of KKR Management LLP, may be deemed to be the beneficial owners of the securities reported herein as being held directly by HCRx Investments HoldCo, L.P. |
The principal business address of each of the entities and persons identified in the paragraphs above, except Mr. Roberts, HCRx Investments HoldCo, L.P., HCRx Master GP, LLC and Healthcare Royalty Management, LLC, is c/o Kohlberg Kravis Roberts & Co. L.P., 30 Hudson Yards, New York, NY 10001. The principal business address for Mr. Roberts is c/o Kohlberg Kravis Roberts & Co. L.P., 2800 Sand Hill Road, Suite 200, Menlo Park, CA 94025. The principal business address of HCRx Investments HoldCo, L.P., HCRx Master GP, LLC and Healthcare Royalty Management, LLC is 300 Atlantic Street, Suite 600, Stamford, CT 06901. Mr. Satvat is a member of our Board of Directors and serves as an executive of Kohlberg Kravis Roberts & Co. L.P. and/or one or more of its affiliates. Each of Messrs. Kravis, Roberts and Satvat and each of the entities and persons described in this footnote as a result of any sole member, general partner, sole shareholder, preferred stockholder or founding partner relationship, as applicable, disclaims beneficial ownership of the shares held by KKR Genetic Disorder L.P. and HCRx Investments HoldCo, L.P. The principal business address of Mr. Satvat is c/o Kohlberg Kravis Roberts & Co. L.P., 2800 Sand Hill Road, Suite 200, Menlo Park, CA 94025. |
(2) | TSSP Sub-Fund HoldCo, a Delaware limited liability company (“Sub-Fund Holdco”) is the sole member of TAO SPV GP, LLC, a Delaware limited liability company, which is the manager of Chinotto Investments, LLC, a Delaware limited liability company ( “Chinotto”), which directly holds the securities reported herein. Sub-Fund Holdco is managed by its sole member, whose managing member is Alan Waxman. Because of their relationship to Chinotto, Sub-Fund Holdco and Mr. Waxman may each be deemed to beneficially own the securities held by Chinotto. Each of Sub-Fund HoldCo and Mr. Waxman disclaims beneficial ownership of the securities held by Chinotto except to the extent of their pecuniary interest therein. |
(3) | Consists of 4,589,611 shares of common stock directly owned by Aisling Capital IV, LP (“Aisling”) and held indirectly by Aisling Capital Partners IV, LP (“Aisling GP”), as general partner of Aisling, Aisling Capital Partners IV LLC (“Aisling Partners”), as general partner of Aisling GP, and each of the individual managing members of Aisling Partners. The individual managing members (collectively, the “Managers”) of Aisling Partners are Dr. Andrew Schiff and Steve Elms. Aisling GP, Aisling Partners and the Managers share voting and dispositive power over the shares directly held by Aisling. Each of Aisling GP, Aisling Partners and the Managers may be deemed to be the beneficial owner of the securities listed above only to the extent of its pecuniary interest therein. The above information shall not be deemed an admission that any of Aisling GP, Aisling Partners or any of the Managers is the beneficial owner of any securities reported herein. The address of the principal business offices of each of these entities and individuals is 489 Fifth Avenue, 10th Floor, New York, NY 10017. |
(4) | Assumes that the Selling Stockholders dispose of all of their respective shares of common stock covered by this prospectus and do not acquire beneficial ownership of any additional shares of common stock. The registration of these shares of common stock does not necessarily mean that the Selling Stockholders will sell all or any portion of their respective shares of common stock covered by this prospectus. |
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• | an underwritten offering; |
• | ordinary brokerage transactions and transactions in which the broker-dealer solicits purchasers; |
• | block trades in which the broker-dealer will attempt to sell the shares as agent but may position and resell a portion of the block as principal to facilitate the transaction; |
• | purchases by a broker-dealer as principal and resale by the broker-dealer for its account; |
• | an exchange distribution in accordance with the rules of the applicable exchange; |
• | privately negotiated transactions; |
• | settlement of short sales entered into after the effective date of the registration statement of which this prospectus is a part; |
• | broker-dealers may agree with the Selling Stockholders to sell a specified number of such shares at a stipulated price per share; |
• | through the writing or settlement of options or other hedging transactions, whether such options are listed on an options exchange or otherwise; |
• | a combination of any such methods of sale; and |
• | any other method permitted pursuant to applicable law. |
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• | our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 24, 2026; |
• | our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the SEC on May 7, 2026; |
• | our Definitive Proxy Statement on Schedule 14A (other than information furnished rather than filed), filed with the SEC on April 24, 2026; |
• | our Current Reports on Form 8-K filed with the SEC on January 12, 2026 (with respect to Item 8.01 only), January 21, 2026, February 12, 2026, March 30, 2026, May 7, 2026 (with respect to Item 8.01 only), May 8, 2026, May 13, 2026, May 27, 2026, June 26, 2026, July 2, 2026 (with respect to Items 1.01, 3.02, 3.03, and 5.03 only), and July 22, 2026 (in each case, other than information furnished rather than filed); and |
• | the description of our common stock contained in Exhibit 4.3 to our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on February 25, 2022, including any amendments or reports filed for the purpose of updating such description. |
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William Blair | Goldman Sachs & Co. LLC | KKR | ||||