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[Form 3] Guardian Pharmacy Services, Inc. Initial Statement of Beneficial Ownership

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
3
Rhea-AI Filing Summary

Cardinal Equity Fund, L.P. filed an initial Form 3 reporting beneficial ownership in Guardian Pharmacy Services, Inc. (GRDN). The filing shows 471,057 shares of Class A common stock held directly and that 1,413,171 additional Class A shares are attributable to Class B common stock that converts one-for-one in four substantially equal tranches, with the first conversion occurring on 03/28/2025 and remaining dates on 09/27/2025, 03/28/2026 and 09/27/2026. The Form 3 is signed by an attorney-in-fact on behalf of the reporting person.

Positive
  • Complete disclosure of direct holdings: 471,057 Class A shares reported
  • Clear conversion schedule: 1,413,171 Class B shares convert one-for-one into Class A in four equal tranches on specified dates
  • Combined stake quantified: filings imply 1,884,228 Class A-equivalent shares disclosed
Negative
  • None.

Insights

TL;DR: A significant equity holder discloses direct and convertible holdings totaling 1,884,228 Class A-equivalent shares, indicating meaningful ownership.

The filing documents Cardinal Equity Fund, L.P.'s position in GRDN as of the reported event date. The investor holds 471,057 Class A shares directly and 1,413,171 Class A-equivalents via Class B shares that convert on specified dates.

This disclosure is routine for Section 16 reporting but useful for modeling share counts and potential future supply as conversions occur on the four stated tranche dates.

TL;DR: Form 3 formally notifies the market of a controlling investor's convertible position and the conversion schedule under the charter.

The report clarifies the nature of indirect ownership: Class B shares convert automatically pursuant to the issuer's Amended and Restated Certificate of Incorporation. The tranche schedule is explicit, which informs shareholders about timing of class consolidation and voting/ownership shifts as conversions occur.

SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Cardinal Equity Fund, L.P.

(Last) (First) (Middle)
401 PENNSYLVANIA PARKWAY, SUITE 100

(Street)
INDIANAPOLIS IN 46280

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/28/2025
3. Issuer Name and Ticker or Trading Symbol
Guardian Pharmacy Services, Inc. [ GRDN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Member of 10% owner group
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 471,057 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) (1) Class A Common Stock 1,413,171 (1) D
Explanation of Responses:
1. Pursuant to Guardian Pharmacy Services, Inc.'s (the "Issuer") Amended and Restated Certificate of Incorporation, the Reporting Person's shares of Class B common stock automatically convert into shares of the Issuer's Class A common stock, on a one-for-one basis, in four substantially equal tranches on each of March 28, 2025, September 27, 2025, March 28, 2026 and September 27, 2026.
Remarks:
Exhibit 24.1 - Power of Attorney
/s/ Douglas Towns Attorney-in-Fact 09/30/2025
** 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 5 (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.

FAQ

What did Cardinal Equity Fund report on Form 3 for GRDN?

Cardinal Equity Fund reported 471,057 Class A shares held directly and 1,413,171 Class B shares that convert one-for-one into Class A on four tranche dates.

When do the Class B shares convert into Class A shares?

Conversions occur in four substantially equal tranches on 03/28/2025, 09/27/2025, 03/28/2026 and 09/27/2026.

How many total Class A-equivalent shares does the filing imply?

The filing implies a total of 1,884,228 Class A-equivalent shares (471,057 direct + 1,413,171 from conversion).

Who signed the Form 3 filing for the reporting person?

The form is signed by Douglas Towns as Attorney-in-Fact on behalf of Cardinal Equity Fund, L.P., dated 09/30/2025.

Does the filing indicate any derivative securities other than the converting Class B shares?

No other derivative securities are reported; the Form 3 lists conversion of Class B to Class A as the derivative-related disclosure.
Guardian Pharmacy Services, Inc.

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1.75B
48.91M
15.09%
83.31%
0.54%
Medical Care Facilities
Retail-drug Stores and Proprietary Stores
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United States
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