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Guardian Pharmacy (GRDN) insider conversion raises Class A holdings to 2.6M

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Insider conversion of Class B to Class A shares recorded for Guardian Pharmacy Services, Inc. (GRDN). The reporting person, Fred Burke, submitted a Form 4 showing a transaction dated 09/27/2025 in which 1,298,826 shares were reported under transaction code "M" as acquired. Per the filing, Burke's Class B common stock automatically converts one-for-one into Class A common stock in substantially equal tranches on 09/27/2025, 03/28/2026 and 09/27/2026. After the reported conversion, Burke beneficially owned 2,597,651 shares of Class A common stock. The filing identifies Burke as a Director and as President and Chief Executive Officer; the Form 4 was signed by an attorney-in-fact on 09/30/2025.

Positive

  • Conversion disclosed clearly: Filing states automatic one-for-one conversion schedule on 09/27/2025, 03/28/2026 and 09/27/2026.
  • Post-transaction ownership quantified: Reporting person beneficially owns 2,597,651 Class A common shares after the reported conversion.
  • Reporting person roles disclosed: Filing identifies Fred Burke as a Director and as President and Chief Executive Officer.

Negative

  • None.

Insights

TL;DR: Routine charter-driven conversion increased public Class A beneficial ownership without an explicit sale or purchase.

The Form 4 documents an automatic conversion mechanism in the company's charter that moves Class B shares into Class A shares in set tranches. This is a structural equity event rather than a market transaction and therefore does not directly signal active buying or selling by the insider. It does, however, change the composition of outstanding share classes and the insider's publicly reportable holdings, which can affect voting and float metrics depending on charter rights attached to each class.

TL;DR: Transaction code M reflects a conversion; post-conversion beneficial ownership totals are disclosed precisely.

The Form 4 shows 1,298,826 Class B shares converted and reports 2,597,651 Class A shares beneficially owned following the conversion. Because the filing lists the conversion schedule explicitly, investors can track future tranche conversions on 03/28/2026 and 09/27/2026. The report was executed by an attorney-in-fact and identifies the reporting person as both director and CEO, confirming the insider status tied to these holdings.

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).
1. Name and Address of Reporting Person*
Burke Fred

(Last) (First) (Middle)
300 GALLERIA PARKWAY SE, SUITE 800

(Street)
ATLANTA GA 30339

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Guardian Pharmacy Services, Inc. [ GRDN ]
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
3. Date of Earliest Transaction (Month/Day/Year)
09/27/2025
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
Class A Common Stock 09/27/2025 M 1,298,826 A (1) 1,711,845 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
Class B Common Stock (1) 09/27/2025 M 1,298,826 (1) (1) Class A Common Stock 1,298,826 (1) 2,597,651 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 substantially equal tranches on each of September 27, 2025, March 28, 2026 and September 27, 2026.
Remarks:
President and Chief Executive Officer
/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 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.

FAQ

What transaction did Fred Burke report on Form 4 for GRDN?

The Form 4 reports a conversion on 09/27/2025 of 1,298,826 shares under transaction code "M", reflecting Class B to Class A conversion.

How many Class A shares does the reporting person beneficially own after the transaction?

The filing reports the reporting person beneficially owned 2,597,651 Class A common shares following the reported conversion.

What is the conversion schedule disclosed in the filing?

Per the filing, Class B shares convert one-for-one into Class A shares in substantially equal tranches on 09/27/2025, 03/28/2026 and 09/27/2026.

What roles does the reporting person hold at Guardian Pharmacy Services, Inc. (GRDN)?

The Form 4 lists the reporting person, Fred Burke, as a Director and as President and Chief Executive Officer in the remarks.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by Douglas Towns, Attorney-in-Fact, on 09/30/2025.
Guardian Pharmacy Services, Inc.

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GRDN Stock Data

1.87B
22.06M
15.09%
83.31%
0.54%
Medical Care Facilities
Retail-drug Stores and Proprietary Stores
Link
United States
ATLANTA