Kestra Medical (KMTS) Insider Grant: 10,909 RSUs to Director Jeffrey Schwartz

Rhea-AI Filing Summary

Jeffrey Lawrence Schwartz, a partner at Bain Capital Investors and a director/10% owner of Kestra Medical Technologies, acquired 10,909 restricted stock units (RSUs) on 09/04/2025. Each RSU converts to one common share and the RSUs vest on 09/04/2026 subject to continued service. After the reported acquisition Mr. Schwartz beneficially owns 10,909 shares directly and 27,019,225 shares indirectly, the latter held by Bain Charger Holdings, L.P. and West Affum Holdings, L.P., with Bain Capital entities holding controlling interests. Mr. Schwartz disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

• Director alignment: Time-vesting RSUs align the reporting persons incentives with long-term shareholder value.
• Full disclosure: The filing discloses indirect holdings and the ownership structure through Bain-affiliated entities.

Negative

• Concentration of control: A large block of 27,019,225 indirect shares is held by Bain-affiliated vehicles, indicating concentrated influence which may concern some investors.

Insights

Financial Analyst

TL;DR: Routine insider equity grant; signals alignment but minimal immediate market impact given large existing indirect holdings.

The reported grant of 10,909 RSUs is a standard long-term compensation vehicle tying executive incentives to equity performance. Vesting is time-based one year out, which supports retention. The incremental economic stake is small relative to the reported 27,019,225 indirect shares tied to Bain-affiliated vehicles, so the marginal effect on control or market float is negligible. For investors, this demonstrates continued alignment of the director with shareholder outcomes but does not represent a material change in ownership or control.

Corporate Governance Expert

TL;DR: Governance-wise this is a customary director grant; disclosure clarifies indirect ownership through Bain entities.

The Form 4 properly discloses both the time-vesting RSUs and the web of indirect holdings through Bain Charger and West Affum, preserving transparency about potential shared voting/dispositive power. The filing includes the required disclaimer of beneficial ownership except for pecuniary interest, which is standard when ownership is held in affiliated partnerships. No unusual derivative or disposition activity is reported, indicating no immediate governance changes.

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).

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^*

Schwartz Jeffrey Lawrence

(Last) (First) (Middle)

C/O BAIN CAPITAL INVESTORS, LLC

200 CLARENDON STREET

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KESTRA MEDICAL TECHNOLOGIES, LTD. [ KMTS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

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
Common Shares	09/04/2025		A		10,909(1)	A	(1)	10,909	D
Common Shares								27,019,225	I	See footnote(2)

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

Explanation of Responses:

1. The reported securities represent restricted stock units ("RSUs") which each entitle the Reporting Person to receive one common share of the Issuer. The RSUs will vest on September 4, 2026, subject to the Reporting Person's continued service through such date.

2. Represents 7,109,944 common shares of the Issuer held directly by Bain Charger Holdings, L.P. ("Bain Charger') and 19,909,281 common shares of the Issuer held directly by West Affum Holdings, L.P. ("West Affum"). Bain Charger is the sole shareholder of West Affum GP Ltd., which is the general partner of West Affum. Mr. Schwartz is a Partner of Bain Capital Investors, LLC, which is the general partner of Bain Charger. As a result, Mr. Schwartz may be deemed to share voting and dispositive power with respect to the securities held by Bain Charger and West Affum. Mr. Schwartz disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

	/s/ Jeffrey Schwartz	09/08/2025
	** 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 did Jeffrey Lawrence Schwartz report on Form 4 for KMTS?

He reported an acquisition of 10,909 RSUs that convert one-for-one to common shares and vest on 09/04/2026 subject to continued service.

How many Kestra Medical (KMTS) shares does Mr. Schwartz beneficially own after the transaction?

He beneficially owns 10,909 shares directly and 27,019,225 shares indirectly through Bain Charger and West Affum entities.

What is the nature of the 10,909 securities reported?

They are restricted stock units (RSUs), each entitling the holder to one common share upon vesting.

When do the reported RSUs vest?

The RSUs will vest on 09/04/2026 provided the reporting person remains in service through that date.

Does Mr. Schwartz claim full beneficial ownership of the indirect holdings?

No. He disclaims beneficial ownership of the indirect holdings except to the extent of his pecuniary interest, while noting he may be deemed to share voting and dispositive power.