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Definitive Healthcare signs confidentiality agreement

The agreement sets 12-month non-solicitation and standstill provisions, with certain restrictions subject to prior written consent and exceptions.

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Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Definitive Healthcare Corp. (DH) reports that Advent International, L.P. entered a confidentiality agreement with it on September 29, 2026, to consider, evaluate and negotiate a transaction. Advent International, L.P. and Advent International GP, LLC each report beneficial ownership of 62,493,676 shares, or 58.54%. Advent International GPE IX Limited Partnership reports 16,955,510 shares (15.88%), and Advent International GPE IX-H Limited Partnership reports 5,428,915 shares (5.09%). The percentages use 106,744,713 shares outstanding as of August 6, 2026. The reporting persons state they had not effected transactions in Common Stock since the original statement.

The agreement includes 12-month non-solicitation and standstill provisions, subject to exceptions and, for certain actions, the issuer’s prior written consent. It generally limits disclosure and use of confidential information, with stated exceptions. Advent International, L.P. intends to continue engaging with the Special Committee and third parties, including Mr. Krantz, regarding a transaction.

Beneficial ownership reported by Advent International, L.P. and Advent International GP, LLC 62,493,676 shares each 58.54% of the class for each reporting person
Beneficial ownership reported by Advent International GPE IX Limited Partnership 16,955,510 shares 15.88% of the class
Beneficial ownership reported by Advent International GPE IX-H Limited Partnership 5,428,915 shares 5.09% of the class
Class A Common Stock outstanding 106,744,713 shares As of August 6, 2026; basis for reported ownership percentages
Non-solicitation provision 12 months Applies to the issuer’s executive officers
Standstill provision 12 months Certain actions are subject to prior written consent and exceptions
beneficially owned financial
"Aggregate amount beneficially owned by each reporting person"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Shared Voting Power regulatory
"Shared Voting Power 62,493,676.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
non-solicitation provision regulatory
"a 12-month non-solicitation provision with respect to the Issuer's executive officers"
standstill provision regulatory
"a 12-month standstill provision pursuant to which Advent LP agreed"
A standstill provision is an agreement that temporarily limits or pauses certain actions, such as debt payments, legal claims, or negotiations, usually during a specific period. It acts like a pause button, giving parties time to address issues or find solutions without additional complications. For investors, it provides reassurance that disputes or disruptions are temporarily halted, helping to protect their interests during uncertain times.

FAQ

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

How many DH shares do the reporting persons beneficially own?

Advent International, L.P. and Advent International GP, LLC each reported beneficial ownership of 62,493,676 shares (58.54%). Advent International GPE IX Limited Partnership reported 16,955,510 shares (15.88%), and Advent International GPE IX-H Limited Partnership reported 5,428,915 shares (5.09%).

What restrictions are in the DH confidentiality agreement?

The agreement includes a 12-month standstill provision covering certain acquisitions, group participation, board representation and voting-related activity, subject to exceptions and prior written consent for certain actions. It also includes a 12-month non-solicitation provision concerning the issuer’s executive officers. Confidential information is generally limited to evaluation and negotiation of a transaction, subject to stated exceptions.

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

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Learn about SEC filing dates





24477E103

(CUSIP Number)
Neil Crawford
Advent International, L.P., Prudential Tower, 800 Boylston Street
Boston, MA, 02199
617-951-9488

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
09/29/2026

(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).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
The reported percentage is calculated based on 106,744,713 shares of Class A Common Stock ("Common Stock") outstanding as of August 6, 2026, as reported on the Issuer's 10-Q filed with the Securities and Exchange Commission ("SEC") on August 10, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
The reported percentage is calculated based on 106,744,713 shares of Common Stock outstanding as of August 6, 2026, as reported on the Issuer's 10-Q filed with the SEC on August 10, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
The reported percentage is calculated based on 106,744,713 shares of Common Stock outstanding as of August 6, 2026, as reported on the Issuer's 10-Q filed with the SEC on August 10, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
The reported percentage is calculated based on 106,744,713 shares of Common Stock outstanding as of August 6, 2026, as reported on the Issuer's 10-Q filed with the SEC on August 10, 2026.


SCHEDULE 13D


Advent International, L.P.
Signature:/s/ Neil Crawford
Name/Title:Neil Crawford / Senior Director, Fund Administration of Advent International GP, LLC, its General Partner
Date:10/01/2026
Advent International GP, LLC
Signature:/s/ Neil Crawford
Name/Title:Neil Crawford / Senior Director, Fund Administration
Date:10/01/2026
Advent International GPE IX Limited Partnership
Signature:/s/ Neil Crawford
Name/Title:Neil Crawford / Senior Director, Fund Administration of Advent International GP, LLC, its indirect General Partner
Date:10/01/2026
Advent International GPE IX-H Limited Partnership
Signature:/s/ Neil Crawford
Name/Title:Neil Crawford / Senior Director, Fund Administration of Advent International GP, LLC, its indirect General Partner
Date:10/01/2026
Comments accompanying signature:
Each of Advent International GPE IX Limited Partnership and Advent International GPE IX-H Limited Partnership, By: GPE IX GP Limited Partnership, their General Partner, By: Advent International GPE IX, LLC, its General Partner, By: Advent International, L.P., its Manager, By: Advent International GP, LLC, its General Partner.

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