BrightSpring (BTSG) CFO has shares withheld to cover RSU taxes

Rhea-AI Filing Summary

BrightSpring Health Services, Inc.’s Chief Financial Officer, Jennifer A. Phipps, reported a routine tax-related share withholding. On January 25, 2026, 33,190 shares of common stock were withheld at a price of $39.64 per share in connection with restricted stock units vesting.

The footnote explains these shares were retained by the company to cover withholding taxes tied to the vesting of 77,012 restricted stock units, using the closing stock price on January 23, 2026 as the net settlement price. After this transaction, Phipps beneficially owned 196,840 shares of common stock directly.

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

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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^*

Phipps Jennifer A

(Last) (First) (Middle)

C/O BRIGHTSPRING HEALTH SERVICES, INC.

805 N. WHITTINGTON PARKWAY

(Street)

LOUISVILLE KY 40222

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/25/2026

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	01/25/2026		F		33,190(1)	D	$39.64	196,840	D

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 77,012 restricted stock units at a net settlement price equal to the closing stock price on January 23, 2026.

	/s/ Jennifer Phipps	01/27/2026
	** 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).
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FAQ

What insider transaction did BrightSpring (BTSG) disclose for its CFO?

BrightSpring’s CFO, Jennifer A. Phipps, reported a tax-related share withholding transaction. The company withheld 33,190 common shares to satisfy taxes on vested restricted stock units, a common administrative process rather than an open-market share sale.

How many BrightSpring (BTSG) shares were withheld in the CFO’s Form 4?

The filing shows 33,190 BrightSpring common shares withheld. These shares were retained by the issuer to cover withholding taxes due when 77,012 restricted stock units vested, using a net settlement approach based on the stock’s closing price.

At what price were the withheld BrightSpring (BTSG) shares valued?

The withheld shares were valued at $39.64 per share. This price represents the closing stock price used as the net settlement price in connection with the restricted stock units vesting and associated tax withholding obligations.

How many BrightSpring (BTSG) shares does the CFO own after this transaction?

After the reported transaction, the CFO beneficially owns 196,840 BrightSpring common shares directly. This balance reflects the position following the company’s withholding of 33,190 shares to satisfy tax obligations on vested restricted stock units.

Was the BrightSpring (BTSG) CFO’s Form 4 an open-market sale?

The Form 4 describes shares withheld by the company for taxes, not an open-market sale. The 33,190 shares were retained to cover withholding taxes triggered by vesting of 77,012 restricted stock units granted to the CFO.

What triggered the share withholding reported by BrightSpring (BTSG) on Form 4?

The withholding was triggered by the vesting of 77,012 restricted stock units. To cover the related withholding tax liability, BrightSpring kept 33,190 common shares at a net settlement price equal to the stock’s January 23, 2026 closing price.