STOCK TITAN

OrthoPediatrics holder sells 302K shares at $21

Director and 10% owner David R. Pelizzon reports an indirect fund-led sale while retaining substantial indirect and direct holdings in KIDS.

(Very High)
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

ORTHOPEDIATRICS CORP (KIDS) reports that on September 10, 2026, 302,369 shares of common stock were sold in the open market by Squadron Capital LLC, an entity associated with director and ten percent owner David R. Pelizzon, at a weighted average price of $21.01 per share (range $21.00–$21.69). Following this sale, Squadron is reported with 6,201,764 indirectly held shares, while Pelizzon also holds 44,384 shares directly, including 17,959 restricted stock awards; he disclaims beneficial ownership of Squadron’s shares except to the extent of his pecuniary interest.

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Insights

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Insider Pelizzon David R
Role Director, 10% Owner
Sold 302,369 shs ($6.35M)
Type Security Shares Price Value
Sale Common Stock F1, F2, F3 302,369 $21.01 $6.35M
holding Common Stock F4 -- -- --
Holdings After Transaction: Common Stock — 6,201,764 shares (Indirect, See footnote); Common Stock — 44,384 shares (Direct)
Footnotes (4)
  1. F1. This sale was undertaken by Squadron Capital LLC to provide additional capital for its other portfolio businesses.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.00 to $21.69, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  3. F3. These shares are held by Squadron Capital LLC ("Squadron"). As the President and a member of the Managing Committee of Squadron, the reporting person may be deemed to be the beneficial owner of these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. The inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
  4. F4. Includes restricted stock awards totaling 17,959 shares.
Shares sold 302,369 shares Common stock sold indirectly via Squadron Capital LLC on September 10, 2026
Weighted average sale price $21.01 per share Open-market sale by Squadron Capital LLC on September 10, 2026
Sale price range $21.00–$21.69 per share Price range for the 302,369 shares sold on September 10, 2026
Indirect holdings after transaction 6,201,764 shares Common stock held by Squadron Capital LLC after the sale
Direct holdings after transaction 44,384 shares Common stock directly held by David R. Pelizzon after the reported transactions
Restricted stock awards included 17,959 shares Portion of Pelizzon’s 44,384 directly held shares that are restricted stock awards
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
beneficial owner financial
"the reporting person may be deemed to be the beneficial owner of these shares."
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
pecuniary interest financial
"except to the extent of his pecuniary interest therein."
restricted stock awards financial
"Includes restricted stock awards totaling 17,959 shares."
Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.

FAQ

What insider transaction did KIDS report for David R. Pelizzon?

On September 10, 2026, an entity associated with David R. Pelizzon, Squadron Capital LLC, sold 302,369 shares of Orthopediatrics Corp common stock in open-market transactions at a weighted average price of $21.01 per share, with prices ranging from $21.00 to $21.69.

Who actually sold the KIDS shares disclosed in this Form 4?

The sale was undertaken by Squadron Capital LLC. David R. Pelizzon is the President and a member of Squadron’s Managing Committee and may be deemed a beneficial owner but expressly disclaims beneficial ownership except to the extent of his pecuniary interest.

How many KIDS shares does Squadron Capital LLC hold after the reported sale?

After the September 10, 2026 transactions, Squadron Capital LLC is reported as holding 6,201,764 shares of Orthopediatrics Corp common stock indirectly attributable to David R. Pelizzon, subject to his beneficial ownership disclaimer.

What are David R. Pelizzon’s direct holdings in KIDS after this filing?

Following the reported transactions, David R. Pelizzon directly holds 44,384 shares of Orthopediatrics Corp common stock, which includes 17,959 restricted stock awards as disclosed in the Form 4 footnotes.

Was the KIDS insider sale made under a Rule 10b5-1 trading plan?

No. The filing indicates that the Rule 10b5-1 checkbox is not marked as affirmative, and there is no footnote stating that the 302,369-share sale by Squadron Capital LLC was made pursuant to a Rule 10b5-1 trading plan.

What price range did the KIDS shares sell for in this insider transaction?

The 302,369 KIDS shares sold by Squadron Capital LLC on September 10, 2026 were executed in multiple trades at prices ranging from $21.00 to $21.69 per share, resulting in a weighted average price of $21.01 per share.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Pelizzon David R

(Last)(First)(Middle)
C/O SQUADRON CAPITAL LLC
18 HARTFORD AVE., PO BOX 223

(Street)
GRANBY CONNECTICUT 06035

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ORTHOPEDIATRICS CORP [ KIDS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/10/2026S(1)302,369D$21.01(2)6,201,764ISee footnote(3)
Common Stock44,384(4)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. This sale was undertaken by Squadron Capital LLC to provide additional capital for its other portfolio businesses.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.00 to $21.69, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
3. These shares are held by Squadron Capital LLC ("Squadron"). As the President and a member of the Managing Committee of Squadron, the reporting person may be deemed to be the beneficial owner of these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. The inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
4. Includes restricted stock awards totaling 17,959 shares.
Remarks:
/s/ Daniel J. Gerritzen, Attorney-in-Fact09/10/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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