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OrthoPediatrics director sells 22,500 shares

ORTHOPEDIATRICS CORP (KIDS) reported that director and ten percent owner David R. Pelizzon, through affiliated entity Squadron Capital LLC, indirectly sold 22,500 shares of common stock on September 2, 2026 at a weighted average price of $23.35 per share.

(Very High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

ORTHOPEDIATRICS CORP (KIDS) reported that director and ten percent owner David R. Pelizzon, through affiliated entity Squadron Capital LLC, indirectly sold 22,500 shares of common stock on September 2, 2026 at a weighted average price of $23.35 per share. The sale was undertaken by Squadron Capital LLC to provide additional capital for its other portfolio businesses. After this transaction, entities associated with Pelizzon held 6,504,133 indirect shares and he held 44,384 shares directly, including 17,959 restricted stock awards, while he expressly disclaims beneficial ownership of Squadron’s shares except to the extent of his pecuniary interest.

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Insider Pelizzon David R
Role Director, 10% Owner
Sold 22,500 shs ($525K)
Type Security Shares Price Value
Sale Common Stock F1, F2, F3 22,500 $23.35 $525K
holding Common Stock F4 -- -- --
Holdings After Transaction: Common Stock — 6,504,133 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 $23.01 to $23.74, 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 22,500 shares Common stock sold on September 2, 2026 by Squadron Capital LLC
Weighted average sale price $23.35 per share Average price for the 22,500 KIDS shares sold on September 2, 2026
Sale price range $23.01–$23.74 per share Range of prices for the multiple sale transactions on September 2, 2026
Indirect holdings after transaction 6,504,133 shares Indirect KIDS common stock reported after the sale, held through affiliated entity
Direct holdings after transaction 44,384 shares Direct KIDS common stock reported held by Pelizzon after the sale
Restricted stock awards included in direct holdings 17,959 shares Restricted stock awards included within Pelizzon’s 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 regulatory
"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
"disclaims beneficial ownership of these shares, 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.
Section 16 regulatory
"shall not be deemed to be an admission of beneficial ownership for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

FAQ

What insider transaction did ORTHOPEDIATRICS CORP (KIDS) report for David R. Pelizzon?

On September 2, 2026, an entity associated with director and ten percent owner David R. Pelizzon sold 22,500 KIDS shares of common stock at a weighted average price of $23.35 per share in open-market or private transactions.

Who actually sold the 22,500 KIDS shares reported in this Form 4?

The 22,500 KIDS shares were sold by Squadron Capital LLC. Pelizzon is President and a member of Squadron’s Managing Committee and may be deemed a beneficial owner, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

How many ORTHOPEDIATRICS CORP (KIDS) shares does David R. Pelizzon report owning after the sale?

Following the September 2, 2026 sale, entities associated with Pelizzon report 6,504,133 KIDS shares held indirectly, and he reports 44,384 shares held directly, which includes 17,959 restricted stock awards.

At what prices were the 22,500 KIDS shares sold in this transaction?

The Form 4 reports a weighted average sale price of $23.35 per KIDS share. The 22,500 shares were sold in multiple transactions at prices ranging from $23.01 to $23.74, inclusive.

What reason is given for Squadron Capital LLC’s sale of KIDS shares?

The filing states that the sale by Squadron Capital LLC was undertaken to provide additional capital for its other portfolio businesses, indicating the sale was for Squadron’s broader investment needs.

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

The Form 4 indicates the Rule 10b5-1 checkbox is not affirmed, and no footnote states that the September 2, 2026 sale was made pursuant to a Rule 10b5-1 trading plan.

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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)
09/02/2026
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 Stock09/02/2026S(1)22,500D$23.35(2)6,504,133ISee 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 $23.01 to $23.74, 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-Fact09/04/2026
** 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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