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  4. [Form 4] ORTHOPEDIATRICS CORP Insider Trading Activity

OrthoPediatrics holder sells 336,831 shares

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

ORTHOPEDIATRICS CORP (KIDS) insider reporting person David R. Pelizzon, a director and ten percent owner, reported indirect sales of Orthopediatrics common stock carried out by Squadron Capital LLC. Squadron sold a total of 336,831 shares on August 28 and September 1, 2026 at weighted average prices in the low‑$23 range, with prices ranging from $23.00 to about $23.82. Pelizzon is President and a member of Squadron’s Managing Committee and may be deemed a beneficial owner of these indirectly held shares, but he expressly disclaims beneficial ownership except to the extent of his pecuniary interest. He also reports 44,384 shares of common stock held directly, including 17,959 restricted stock awards.

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Insider Pelizzon David R
Role Director, 10% Owner
Sold 336,831 shs ($7.76M)
Type Security Shares Price Value
Sale Common Stock F1, F4, F3 10,131 $23.10 $234K
Sale Common Stock F1, F2, F3 326,700 $23.04 $7.53M
holding Common Stock F5 -- -- --
Holdings After Transaction: Common Stock — 6,526,633 shares (Indirect, See footnote); Common Stock — 44,384 shares (Direct)
Footnotes (5)
  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 $23.00 to $23.82, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.00 to $23.58, 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.
  5. F5. Includes restricted stock awards totaling 17,959 shares.
Shares sold August 28, 2026 326,700 shares of Common Stock Indirect sale by Squadron Capital LLC at a weighted average price of $23.04
Shares sold September 1, 2026 10,131 shares of Common Stock Indirect sale by Squadron Capital LLC at a weighted average price of $23.10
Total shares sold in reported period 336,831 shares of Common Stock Aggregate of indirect sales on August 28 and September 1, 2026
Price range August 28, 2026 $23.00 to $23.82 per share Multiple transactions; weighted average price $23.04
Price range September 1, 2026 $23.00 to $23.58 per share Multiple transactions; weighted average price $23.10
Direct holdings after transactions 44,384 shares of Common Stock Direct position reported as of August 28, 2026
Restricted stock awards included in direct holdings 17,959 shares Part of the 44,384 directly held shares
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"
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
"disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest"
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 transactions did KIDS report for David R. Pelizzon in this Form 4?
The filing reports that an entity associated with David R. Pelizzon, Squadron Capital LLC, sold 336,831 shares of ORTHOPEDIATRICS CORP common stock in open‑market or private transactions on August 28 and September 1, 2026.

How many KIDS shares were sold on each reported date?
On August 28, 2026, Squadron Capital LLC sold 326,700 shares at a weighted average price of $23.04. On September 1, 2026, it sold an additional 10,131 shares at a weighted average price of $23.10.

What price ranges did the KIDS insider sales occur at?
The August 28, 2026 sales occurred at multiple prices ranging from $23.00 to $23.82 per share. The September 1, 2026 sales occurred at multiple prices ranging from $23.00 to $23.58 per share, both reported as weighted average prices.

Who actually sold the KIDS shares reported in this Form 4?
The sales were undertaken by Squadron Capital LLC. David R. Pelizzon is President and a member of Squadron’s Managing Committee and may be deemed a beneficial owner, but he expressly disclaims beneficial ownership of those shares except for his pecuniary interest.

How many KIDS shares does David R. Pelizzon hold directly after these transactions?
David R. Pelizzon reports 44,384 shares of ORTHOPEDIATRICS CORP common stock held directly as of August 28, 2026. This direct position includes 17,959 restricted stock awards.

Were the KIDS insider sales made under a Rule 10b5-1 trading plan?
The Form 4 indicates the Rule 10b5‑1 checkbox is not checked, and the footnotes do not describe these transactions as being made under a Rule 10b5‑1 trading plan.

Why did Squadron Capital LLC sell KIDS shares according to the Form 4 footnotes?
A footnote states the sale by Squadron Capital LLC was undertaken “to provide additional capital for its other portfolio businesses,” describing the stated purpose for the disposition of KIDS shares.

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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)
08/28/2026		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 Stock08/28/2026S(1)326,700D$23.04(2)6,536,764ISee footnote(3)
Common Stock09/01/2026S(1)10,131D$23.1(4)6,526,633ISee footnote(3)
Common Stock44,384(5)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 $23.00 to $23.82, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.00 to $23.58, 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.
5. Includes restricted stock awards totaling 17,959 shares.
Remarks:
/s/ Daniel J. Gerritzen, Attorney-in-Fact09/01/2026
** 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)

Source: View Original Filing on SEC EDGAR