BrightSpring CEO stock withheld for RSU tax

Accepted by SEC EDGAR 07/28/2026 - 08:31 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

BrightSpring Health Services, Inc. reported that Chairman, President and CEO Jon B. Rousseau had 56,319 shares of common stock withheld on July 25, 2026 to satisfy withholding taxes tied to the vesting of 125,012 restricted stock units at a net settlement price of $72.91 per share, equal to the July 24, 2026 closing price. After this tax-withholding disposition, he directly holds 1,138,184 shares, and an additional 369,763 shares are held indirectly by the Rousseau Family Trust, for which he disclaims beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

Tax Withholding: 56,319 shares

Tax Withholding 1 txn

Insider ROUSSEAU JON B

Role See Remarks

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	56,319	$72.91	$4.11M
Holding	Common Stock F2	--	--	--

Holdings After Transaction: Common Stock — 1,138,184 shares (Direct); Common Stock — 369,763 shares (Indirect, By Rousseau Family Trust)

Footnotes (2)

1. F1. Represents shares of the Issuer's common stock withheld by the Issuer to satisfy withholding taxes due in connection with the vesting of 125,012 restricted stock units at a net settlement price equal to the closing stock price on July 24, 2026.
2. F2. The Reporting Person states that this filing shall not be an admission that the Reporting Person is the beneficial owner of any of the securities reported herein as indirectly owned, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein.

Key Figures

Shares withheld for taxes: 56,319 shares Net settlement price: $72.91 per share Restricted stock units vested: 125,012 units +2 more

5 metrics

Shares withheld for taxes 56,319 shares Common stock withheld on July 25, 2026 to satisfy withholding taxes on RSU vesting

Net settlement price $72.91 per share Equal to the closing stock price on July 24, 2026 used for tax withholding

Restricted stock units vested 125,012 units RSUs vesting that triggered the tax-withholding share disposition

Direct shares after transaction 1,138,184 shares BrightSpring common stock directly held by Jon B. Rousseau after withholding

Indirect shares via trust 369,763 shares Common stock held indirectly by the Rousseau Family Trust

Key Terms

restricted stock units, withholding taxes, net settlement price, beneficial ownership

4 terms

restricted stock units financial

"vesting of 125,012 restricted stock units at a net settlement price"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

withholding taxes financial

"withheld by the Issuer to satisfy withholding taxes due in connection"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

net settlement price financial

"at a net settlement price equal to the closing stock price"

beneficial ownership financial

"disclaims beneficial ownership of such securities except to the extent"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did BrightSpring (BTSG) CEO Jon B. Rousseau report?

Jon B. Rousseau reported 56,319 shares of BrightSpring common stock were withheld to pay taxes on vested restricted stock units. This was a code F tax-withholding disposition, not an open-market purchase or sale, and reflects equity compensation vesting.

How many BrightSpring (BTSG) restricted stock units vested for the CEO?

The filing states that 125,012 restricted stock units vested for Jon B. Rousseau. To cover the associated withholding taxes, the issuer withheld 56,319 shares of common stock at a net settlement price tied to the closing stock price on July 24, 2026.

What are Jon B. Rousseau’s BrightSpring (BTSG) share holdings after this transaction?

After the tax-withholding event, Jon B. Rousseau directly holds 1,138,184 shares of BrightSpring common stock. An additional 369,763 shares are held indirectly by the Rousseau Family Trust, for which he disclaims beneficial ownership beyond his pecuniary interest.

At what price were BrightSpring (BTSG) shares withheld for the CEO’s tax obligations?

Shares were withheld at a net settlement price of $72.91 per share, equal to BrightSpring’s July 24, 2026 closing stock price. This price was used solely to determine the value of shares withheld to satisfy the CEO’s withholding tax obligations.

Was the BrightSpring (BTSG) CEO’s tax-withholding transaction under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked, indicating the transaction was not reported as conducted under a pre-arranged 10b5-1 trading plan. It instead reflects automatic withholding for taxes on restricted stock unit vesting.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

ROUSSEAU JON B

(Last) (First) (Middle)

C/O BRIGHTSPRING HEALTH SERVICES, INC.

805 N. WHITTINGTON PARKWAY

(Street)

LOUISVILLE KENTUCKY 40222

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BrightSpring Health Services, Inc. [ BTSG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2026

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	07/25/2026		F		56,319(1)	D	$72.91	1,138,184	D
Common Stock								369,763	I	By Rousseau Family Trust(2)

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. Represents shares of the Issuer's common stock withheld by the Issuer to satisfy withholding taxes due in connection with the vesting of 125,012 restricted stock units at a net settlement price equal to the closing stock price on July 24, 2026.

2. The Reporting Person states that this filing shall not be an admission that the Reporting Person is the beneficial owner of any of the securities reported herein as indirectly owned, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein.

Remarks:

Title: Chairman, President and Chief Executive Officer

	/s/ Jennifer Phipps, as Attorney-in-Fact	07/28/2026
	** 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)