KKR trims BrightSpring (BTSG) stake with 20,000,000-share secondary sale
Filing Impact
Filing Sentiment
Form Type
SCHEDULE 13D/A
BrightSpring Health Services' major shareholder KKR Phoenix Aggregator L.P. has sold part of its stake through a large secondary offering. On March 2, 2026, selling stockholders agreed to sell 20,000,000 shares of common stock, including 19,715,000 shares from KKR Phoenix Aggregator L.P., to an underwriter at a net price of $40.961 per share, with the deal closing on March 4, 2026. After the transaction, KKR Phoenix Aggregator L.P. directly holds 41,824,259 shares, and KKR-affiliated entities and founders Henry R. Kravis and George R. Roberts may be deemed to beneficially own up to 41,938,202 shares, representing about 21.8% of BrightSpring’s 192,369,354 shares outstanding as of the offering’s closing. KKR Phoenix Aggregator L.P. entered a lock-up agreement restricting most additional sales of BrightSpring stock for 60 days from March 2, 2026, unless the underwriter consents.
Positive
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Negative
- None.
Insights
Large BrightSpring holder KKR completes a 20,000,000-share secondary sale but remains a significant owner.
The filing shows a secondary offering of 20,000,000 BrightSpring common shares by selling stockholders, including 19,715,000 shares from KKR Phoenix Aggregator L.P., at a net price of $40.961 per share. Proceeds flow to the selling holders rather than the company.
After closing on March 4, 2026, KKR Phoenix Aggregator L.P. holds 41,824,259 shares, while KKR-affiliated entities and founders may be deemed to beneficially own up to 41,938,202 shares, about 21.8% of BrightSpring’s 192,369,354 shares outstanding as of the offering’s closing.
A 60-day lock-up from March 2, 2026 limits most further sales by KKR Phoenix Aggregator L.P. without underwriter consent. Actual market impact depends on how investors absorb the 20,000,000-share sale disclosed here and any future transactions after the lock-up expires.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
|
BrightSpring Health Services, Inc. (Name of Issuer) |
Common Stock, par value $0.01 per share (Title of Class of Securities) |
Christopher Lee, Esq.
Kohlberg Kravis Roberts & Co. L.P., 30 Hudson Yards
New York, NY, 10001
(212) 750-8300
Kohlberg Kravis Roberts & Co. L.P., 30 Hudson Yards
New York, NY, 10001
(212) 750-8300
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
03/02/2026
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Phoenix Aggregator L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Phoenix Aggregator GP LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Americas Fund XII L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Associates Americas XII L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Americas XII Limited. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Group Partnership L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Group Holdings Corp. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Group Co. Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR & Co. Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
KKR Management LLP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,824,259.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
Henry R. Kravis | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,873,554.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
|
| CUSIP Number(s): |
| 1 |
Name of reporting person
George R. Roberts | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
41,938,202.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
21.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.01 per share | |
| (b) | Name of Issuer:
BrightSpring Health Services, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
805 N. Whittington Parkway, Louisville, KENTUCKY,
UNITED STATES
, 40222. | |
Item 1 Comment:
This amendment No. 4 ("Amendment No. 4") amends and supplements the Schedule 13D originally filed with the Securities and Exchange Commission on September 18, 2024, as amended by Amendment No. 1 filed with the Securities and Exchange Commission on June 12, 2025, as amended by amendment No. 2 filed with the Securities and Exchange Commission on June 26, 2025, as amended by amendment No. 3 filed with the Securities and Exchange Commission on October 22, 2025 (as amended, this "Schedule 13D") relating to the common stock, par value $0.01 per share (the "Common Stock"), of BrightSpring Health Services, Inc. (the "Issuer"), a Delaware corporation. Except as specifically provided herein, this Amendment No. 4 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D. | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
On March 2, 2026, KKR Phoenix Aggregator L.P., as a selling stockholder, the Issuer, and the other selling stockholders identified therein, entered into an underwriting agreement (the "Underwriting Agreement") with Goldman Sachs & Co. LLC, (the "Underwriter"), providing for the offer and sale of 20,000,000 shares of Common Stock by the selling stockholders, including 19,715,000 shares by KKR Phoenix Aggregator L.P. (the "Offering"), and purchase by the Underwriter of the shares of Common Stock, at a net price to KKR Phoenix Aggregator L.P. of $40.961 per share. The Offering closed on March 4, 2026. The Offering was made pursuant to the Issuer's shelf registration statement on Form S-3 (File No. 333- 287916), as supplemented by a base prospectus dated June 10, 2025 as supplemented by a preliminary prospectus supplement and prospectus supplement, each dated March 2, 2026.
Pursuant to the Underwriting Agreement, KKR Phoenix Aggregator L.P. has entered into a lock-up agreement (the "Lock-Up Agreement") with the Underwriter pursuant to which it has agreed with the Underwriter, subject to customary exceptions, not to offer, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of Common Stock, or any securities convertible into or exercisable or exchangeable for Common Stock, during the period from March 2, 2026 continuing through the date 60 days thereafter, except with the prior written consent of the Underwriter.
The descriptions of the Underwriting Agreement and Lock-Up Agreement contained in this Item 4 are not intended to be complete and are qualified in their entirety by reference to the Underwriting Agreement and Form of Lock-Up Agreement, each of which is filed as an exhibit hereto and incorporated by reference herein. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Items 5(a) - (c) of the Schedule 13D are hereby amended and restated as follows:
The information set forth in Item 4 of the Schedule 13D is hereby incorporated by reference into this Item 5.
The response of the Reporting Persons to rows 7 through 13 on the cover page of this Schedule 13D are incorporated by reference herein.
As of March 4, 2026, KKR Phoenix Aggregator L.P. directly holds 41,824,259 shares of Common Stock, a foundation over which Mr. Kravis may be deemed to have shared investment and voting power directly holds 49,295 shares of Common Stock, and a foundation over which Mr. Roberts may be deemed to have shared investment and voting power directly holds 113,943 shares of Common Stock representing approximately 21.8% of the outstanding shares of Common Stock of the Issuer. Calculations of the Common Stock beneficially owned are based on an aggregate of 192,369,354 shares of Common Stock outstanding as of the closing of the Offering, as reported in the Issuer's prospectus supplement on Form 424B7 filed with the Securities and Exchange Commission on March 3, 2026.
KKR Phoenix Aggregator GP LLC (as the general partner of KKR Phoenix Aggregator L.P.), KKR Americas Fund XII L.P. (as the sole member of KKR Phoenix Aggregator GP LLC), KKR Associates Americas XII L.P. (as the general partner of KKR Americas Fund XII L.P.), KKR Americas XII Limited (as the general partner of KKR Associates Americas XII L.P.), KKR Group Partnership L.P. (as the sole shareholder of KKR Americas XII Limited), 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. Kravis and Roberts (as the founding partners of KKR Management LLP) may be deemed to be the beneficial owner of the securities reported herein.
The filing of this Schedule 13D shall not be construed as an admission that any of the above-listed entities or individuals is the beneficial owner of any securities covered by this Schedule 13D.
To the best knowledge of the Reporting Persons, as of March 4, 2026, Mr. Bae may be deemed the beneficial owner of 72,853 shares of Common Stock and Mr. Nuttall may be deemed the beneficial owner of 102,960 shares of Common Stock. To the best knowledge of the Reporting Persons, except as set forth in this Schedule 13D, none of the individuals named in Item 2 beneficially owns any Common Stock. | |
| (b) | See Item 5(a) above. | |
| (c) | Except as otherwise set forth herein, none of the Reporting Persons, or, to the best knowledge of the Reporting Persons, any other individual named in Item 2 has engaged in any transaction in Common Stock during the past 60 days.
On March 4, 2026, in connection with the sale reported herein, KKR Phoenix Aggregator L.P. and certain of its affiliates initiated the distribution (the "Distribution") of an aggregate of 402,773 shares of Common Stock to their respective partners and shareholders as in-kind distributions, including (i) 49,295 shares distributed to a foundation over which Mr. Kravis may be deemed to have shared investment and voting power, (ii) 31,918 shares distributed to a foundation over which Mr. Roberts may be deemed to have shared investment and voting power, (iii) 72,853 shares distributed to a trust of which Mr. Bae is a trustee, and (iv) 46,254 shares distributed to Mr. Nuttall. These in-kind distributions are for the purpose of the ultimate recipients making charitable donations of shares of Common Stock. | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Item 6 of the Schedule 13D is hereby amended and supplemented as follows:
The information set forth in Item 4 of the Schedule 13D is hereby incorporated by reference into this Item 6. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Item 7 of the Schedule 13D is hereby amended and supplemented as follows:
Exhibit K Underwriting Agreement, dated March 2, 2026 among the Issuer, KKR Phoenix Aggregator L.P., certain selling stockholders named therein and Goldman Sachs & Co. LLC (Incorporated by reference to Exhibit 1.1 of the Issuer's Current Report on Form 8-K filed on March 4, 2026)
Exhibit L Form of Lock-Up Agreement (Incorporated by reference to Exhibit A to Exhibit 1.1 of the Issuer's Current Report on Form 8-K filed on March 4, 2026) | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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FAQ
What did the Schedule 13D/A disclose about BrightSpring (BTSG) and KKR?
The filing discloses that KKR-affiliated holder KKR Phoenix Aggregator L.P. and other selling stockholders sold 20,000,000 BrightSpring common shares in an underwritten offering. It also updates KKR’s remaining beneficial ownership and related arrangements, including a 60-day lock-up on additional sales.
How many BrightSpring (BTSG) shares did KKR Phoenix Aggregator L.P. sell?
KKR Phoenix Aggregator L.P. sold 19,715,000 shares of BrightSpring common stock as part of the 20,000,000-share secondary offering. The shares were sold to the underwriter at a net price of $40.961 per share under an underwriting agreement dated March 2, 2026.
What is KKR’s remaining ownership stake in BrightSpring (BTSG) after the offering?
As of March 4, 2026, KKR Phoenix Aggregator L.P. directly holds 41,824,259 BrightSpring shares. Including affiliated entities and foundations, KKR-related parties may be deemed to beneficially own up to 41,938,202 shares, representing about 21.8% of the company’s 192,369,354 shares outstanding at closing.
Did BrightSpring (BTSG) receive proceeds from this 20,000,000-share offering?
The disclosed transaction is a secondary offering by selling stockholders, including KKR Phoenix Aggregator L.P. The underwriter purchased 20,000,000 shares from these holders at a net price of $40.961 per share, indicating proceeds go to selling stockholders rather than BrightSpring itself.
Is KKR subject to any lock-up restrictions on BrightSpring (BTSG) shares?
Yes. Under the March 2, 2026 lock-up agreement, KKR Phoenix Aggregator L.P. agreed, subject to customary exceptions, not to sell or transfer additional BrightSpring common shares or related securities for 60 days from that date, unless Goldman Sachs & Co. LLC provides prior written consent.
How many BrightSpring (BTSG) shares are outstanding after the KKR-led offering?
The filing states that calculations of beneficial ownership are based on 192,369,354 BrightSpring common shares outstanding as of the closing of the offering. This figure comes from the company’s prospectus supplement on Form 424B7 filed March 3, 2026 with the Securities and Exchange Commission.
Were there any in-kind distributions of BrightSpring (BTSG) shares related to this transaction?
Yes. On March 4, 2026, KKR Phoenix Aggregator L.P. and affiliates distributed 402,773 shares in kind to partners and shareholders, including foundations for Henry R. Kravis and George R. Roberts, a trust for Mr. Bae, and Mr. Nuttall, for the recipients to make charitable share donations.