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Guardian Pharmacy Services sees 2% passive stake by ClearBridge Investments

Filing Impact
(Neutral)
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(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

ClearBridge Investments, LLC filed Amendment No. 2 to Schedule 13G reporting its ownership of Guardian Pharmacy Services, Inc. (GRDN) Class A common stock as of 30 June 2025. The institutional investor, organized in Delaware and classified as an investment adviser (IA), disclosed beneficial ownership of 445,524 shares, representing approximately 2.0 % of the outstanding class.

ClearBridge has sole voting power over 403,089 shares and sole dispositive power over the full 445,524-share position; it reports no shared voting or dispositive power. Because the holding is below the 5 % threshold, the filing notes “Ownership of 5 percent or less of a class.” The securities are held in the ordinary course for multiple managed accounts, and ClearBridge disclaims beneficial ownership beyond its investment-management authority. The certification affirms no intent to influence control of the issuer. Signature is provided by Chief Compliance Officer Brian R. Murphy on 5 Aug 2025.

Positive

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Negative

  • None.

Insights

TL;DR: ClearBridge discloses a passive 2 % GRDN stake, signaling routine institutional ownership with no control ambitions; market impact minimal.

The amendment updates ClearBridge’s position at 445,524 shares, below the 5 % Schedule 13D activism threshold. Sole voting/dispositive power indicates internal discretion but no collaboration with other shareholders. Passive intent language and IA classification confirm the stake is held across client accounts, not for strategic influence. For investors, the filing demonstrates moderate institutional interest but is unlikely to move valuation or governance dynamics. Liquidity is modestly supported by continued professional ownership, yet the sub-5 % level limits any blocking or activist capability. Overall impact is neutral.

TL;DR: Ownership is passive, under 5 %; no governance consequences for Guardian Pharmacy Services.

Schedule 13G/A confirms ClearBridge’s passive posture and lack of coordinated group activity. Sole voting authority across dispersed funds reduces the chance of concentrated voting power. The certification explicitly negates intent to influence control, aligning with Rule 13d-1(b) usage by investment advisers. Therefore, board composition, takeover defenses, and shareholder proposals remain unaffected. Stakeholders should view the filing as routine compliance, not a signal of forthcoming governance changes.






Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G





SCHEDULE 13G



Clearbridge Investments, LLC
Signature:Brian R. Murphy
Name/Title:Chief Compliance Officer of ClearBridge Investments, LLC
Date:08/05/2025
Exhibit Information

Exhibit A: Item 4 Ownership The securities reported herein are beneficially owned by one or more open end investment companies or other managed accounts that are investment management clients of ClearBridge Investments, LLC ("CIL"), an indirect wholly owned subsidiary of Franklin Resources, Inc. ("FRI"). When an investment management contract (including a sub advisory agreement) delegates to CIL investment discretion or voting power over the securities held in the investment advisory accounts that are subject to that agreement, FRI treats CIL as having sole investment discretion or voting authority, as the case may be, unless the agreement specifies otherwise. Accordingly, CIL reports on Schedule 13G that it has sole investment discretion and voting authority over the securities covered by any such investment management agreement, unless otherwise noted in this Item 4. As a result, for purposes of Rule 13d-3 under the Act, CIL may be deemed to be the beneficial owner of the securities reported in this Schedule 13G. Beneficial ownership by investment management subsidiaries and other affiliates of FRI is being reported in conformity with the guidelines articulated by the SEC staff in Release No. 34-39538 (January 12, 1998) relating to organizations, such as FRI, where related entities exercise voting and investment powers over the securities being reported independently from each other. The voting and investment powers held by CIL are exercised independently from FRI (CIL's parent holding company) and from all other investment management subsidiaries of FRI (FRI, its affiliates and investment management subsidiaries other than CIL are, collectively, "FRI affiliates"). Furthermore, internal policies and procedures of CIL and FRI affiliates establish informational barriers that prevent the flow between CIL and the FRI affiliates of information that relates to the voting and investment powers over the securities owned by their respective investment management clients. Consequently, CIL and the FRI affiliates report the securities over which they hold investment and voting power separately from each other for purposes of Section 13 of the Act. Charles B. Johnson and Rupert H. Johnson, Jr. (the "Principal Shareholders") may each own in excess of 10% of the outstanding common stock of FRI and are the principal stockholders of FRI (see FRI's Proxy Statement-Stock Ownership of Certain Beneficial Owners). However, because CIL exercises voting and investment powers on behalf of its investment management clients independently of FRI affiliates, beneficial ownership of the securities reported by CIL is not attributed to the Principal Shareholders. CIL disclaims any pecuniary interest in any of the securities reported in this Schedule 13G. In addition, the filing of this Schedule 13G on behalf of CIL should not be construed as an admission that it is, and it disclaims that it is, the beneficial owner, as defined in Rule 13d-3, of any of such securities. Furthermore, CIL believes that it is not a "group" with FRI affiliates, the Principal Shareholders, or their respective affiliates within the meaning of Rule 13d-5 under the Act and that none of them is otherwise required to attribute to any other the beneficial ownership of the securities held by such person or by any persons or entities for whom or for which CIL or the FRI affiliates provide investment management services.

FAQ

How many GRDN shares does ClearBridge Investments report owning?

ClearBridge reports beneficial ownership of 445,524 Class A shares.

What percentage of Guardian Pharmacy Services’ outstanding Class A stock does this represent?

The stake equals approximately 2.0 % of the class.

Does ClearBridge have sole or shared voting power over its GRDN shares?

It has sole voting power over 403,089 shares and no shared voting power.

Why was this Schedule 13G/A filed?

Rule 13d requires institutional investors to disclose holdings; ClearBridge’s sub-5 % passive stake triggered the filing as of 30 Jun 2025.

When was the certification signed?

Chief Compliance Officer Brian R. Murphy signed the filing on 5 Aug 2025.

What type of reporting person is ClearBridge classified as?

It is classified as an Investment Adviser (IA) under Rule 13d-1(b)(1)(ii)(E).
Guardian Pharmacy Services, Inc.

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Medical Care Facilities
Retail-drug Stores and Proprietary Stores
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