BrightSpring Health Services, Inc. SEC Filings

A Schedule 13D/A filing reveals significant ownership changes in BrightSpring Health Services (BTSG) by KKR-affiliated entities. The filing, triggered by events on June 24, 2025, shows that KKR Phoenix Aggregator L.P. and its associated entities maintain beneficial ownership of 77,096,337 shares, representing approximately 43.7% of BrightSpring's common stock.

Key ownership details:

• KKR Phoenix Aggregator L.P. and most affiliated entities each report sole voting and dispositive power over 77,096,337 shares
• Henry R. Kravis reports shared voting and dispositive power over 77,156,339 shares
• George R. Roberts reports shared voting and dispositive power over 77,147,701 shares

The filing demonstrates KKR's continued significant influence over BrightSpring through a complex ownership structure involving multiple KKR entities, including KKR Americas Fund XII L.P., KKR Group Partnership L.P., and KKR & Co. Inc. All reporting persons are primarily organized in Delaware or the Cayman Islands.

BrightSpring Health Services (BTSG) filed a Form 4 disclosing that KKR-affiliated entities, classified as 10% owners, sold 2,100,000 common shares on 24 Jun 2025 at a net price of $21.1519 per share, generating about $44.4 million in proceeds.

The sale was executed through the underwriters’ over-allotment option tied to a recent secondary offering. Following the transaction, KKR’s indirect ownership declined to 77,096,337 shares, roughly 2.7% lower than its pre-sale holdings, but the group remains a controlling shareholder. Each reporting person disclaims beneficial ownership beyond its pecuniary interest.

BrightSpring Health Services (BTSG) filed a Form 4 revealing that 10% owner KKR Phoenix Aggregator L.P. sold 2,100,000 common shares on 24 June 2025 at an effective price of $21.1519 per share, generating roughly $44 million. The disposition stemmed from underwriters’ over-allotment option tied to BTSG’s recent secondary public offering at $21.75. Post-sale, KKR-affiliated entities still hold 77,096,337 shares, maintaining control. No derivatives were involved and the filing does not cite a Rule 10b5-1 plan. Each reporting person disclaims beneficial ownership beyond its economic interest.

The sale equals about 2.6 % of KKR’s prior stake. While it modestly lifts public float and may create short-term supply pressure, it leaves the sponsor’s strategic influence intact.

BrightSpring Health Services, Inc. (Nasdaq: BTSG) filed an 8-K announcing the immediate resignation of Michael McMaude as President of Hospice Services and CEO of its wholly-owned subsidiary, Abode Healthcare, effective 20 June 2025. The filing states that the departure is not due to any disagreement over operations, policies or practices.

Under a Resignation Agreement (Exhibit 10.1), Mr. McMaude will transition to a non-employee consultant role through the earlier of 26 January 2027 or earlier termination. Key economic terms include:

• Consulting compensation: $2,000 per month plus an additional $12,000 covering the first 45 days, and reimbursement of pre-approved expenses.
• Equity treatment: All outstanding unvested stock options, RSUs, and phantom shares continue to vest while he provides consulting services. Option exercise windows are extended to their original expiration dates.
• Liquidity: Equity purchased at the time of Abode’s acquisition may be sold in tranches beginning on the Effective Date, subject to securities laws.
• Restrictive covenants: Non-compete for the Consulting Period plus one year; non-solicitation and non-hire for the Consulting Period plus two years.

The company emphasizes continuity by retaining Mr. McMaude’s expertise, but his exit removes a senior leader from the hospice segment, which has been an important growth vector for BrightSpring. No other executive changes or financial impacts were disclosed, and no earnings or guidance were provided. Investors should examine whether leadership transition affects the integration and performance of Abode within the broader BrightSpring platform.