[SCHEDULE 13G/A] Leslie's, Inc. SEC Filing

Rhea-AI Filing Summary

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Market-Linked Securities (Series A global MTN program) that combine three complex features: (i) a monthly contingent coupon, (ii) a quarterly auto-call beginning after six months, and (iii) contingent downside principal at risk. The securities are linked to the lowest performing of three sector ETFs—Energy Select Sector SPDR (XLE), VanEck Semiconductor ETF (SMH) and Health Care Select Sector SPDR (XLV)—and mature on 20 July 2028.

• Issue economics: Face amount $1,000; public offering price $1,000; estimated value on the pricing date ≈ $960.30 (±$45), reflecting ~3.9% initial value shortfall driven by fees and an internal funding rate that is advantageous to the issuer. Agents’ commissions up to $23.25 (2.325%) per note, plus dealer concessions.
• Contingent coupon: At least 12.60% p.a. paid monthly only if the lowest performing ETF closes ≥70% of its starting price on the relevant calculation day. Investors may receive few or no coupons over the 3-year term.
• Auto-call mechanics: From January 2026, if each ETF closes ≥ its starting price on a quarterly observation date, the notes are automatically redeemed at par plus the last coupon; maximum holding period ≈3 years, minimum ≈6 months.
• Principal repayment: If not called, principal is protected only when every ETF closes ≥70% of its starting price on the final calculation day. Otherwise, repayment equals par × performance of the worst ETF (1:1 downside), exposing investors to >30% and up to 100% loss of principal.
• Credit & liquidity: Unsecured, unsubordinated obligations of MSFL, guaranteed by Morgan Stanley; subject to issuer credit risk. The notes will not be listed and secondary market making is discretionary, potentially resulting in significant bid/ask spreads and limited liquidity.

The product targets yield-seeking investors willing to accept (1) worst-of-three sector exposure, (2) uncertain coupon stream, (3) full downside risk below a 30% buffer, and (4) Morgan Stanley credit and liquidity risk. It is not suitable for investors requiring principal protection, regular income, or market participation in ETF appreciation.

Positive

• Attractive headline yield: contingent coupon of at least 12.60% per annum, well above current investment-grade bond yields.
• Early auto-call feature starting after six months could shorten duration and enhance annualised return if all three ETFs perform strongly.
• 30% buffer (downside threshold at 70% of start) offers limited first-loss protection versus direct equity exposure.

Negative

• Full principal at risk: investors bear 1-for-1 downside below the 30% buffer, potentially losing 100% of capital.
• Contingent income: coupons paid only when the lowest ETF stays ≥70% of start; prolonged non-payment periods are plausible.
• 'Worst-of' structure multiplies risk—any single ETF breach halts coupons and drives principal loss, regardless of others’ performance.
• Issuer economics: estimated value ≈$960.30 vs $1,000 issue price plus 2.3% commission implies ~6% total up-front cost to investors.
• Credit & liquidity risk: unsecured MS obligation, no exchange listing, discretionary secondary market makes exit difficult.
• Tax uncertainty: IRS may challenge treatment; coupons ordinary income, losses capital—potentially unfavourable to holders.

Insights

Structured-Products Analyst

TL;DR – High 12.6% coupon but worst-of design and 30% buffer create significant principal & income risk; neutral for MS equity.

From an issuance perspective this is routine flow business for Morgan Stanley; the size is unspecified but comparable deals rarely move corporate metrics. For investors, the note offers a headline coupon above prevailing IG yields, yet payment relies on monthly closes above a 30% buffer across three volatile ETFs (energy, semiconductors, health care). Historical drawdowns in each sector show the 70% thresholds can easily be breached, which would halt coupons and jeopardise principal. Estimated value of 96.0% highlights an immediate 4-point economic drag plus 2.3% selling commission. Because redemption can occur only when all ETFs exceed their starting prices, early call probability is modest, especially given semiconductor volatility. Overall risk/return skews unfavourably for conservative investors, but may fit opportunistic yield hunters who are comfortable underwriting Morgan Stanley credit.

Credit & Market-Risk Specialist

TL;DR – Unsecured note adds MS credit exposure; illiquid secondary and value gap widen mark-to-market volatility.

All cash flows hinge on MS/ MSFL solvency; any spread widening would pressure secondary pricing beyond model value. The note lacks Exchange listing, so liquidity will depend on the issuing dealer, and bid/offer spreads can exceed the 3.9-point value discount already embedded at launch. Dynamic hedging of three correlated sector ETFs may induce issuer delta-hedge activity that magnifies price swings near thresholds. Tax treatment is uncertain; coupons taxed as ordinary income while losses are capital, creating potential mismatch. For Morgan Stanley, incremental funding at sub-credit-spread rates is favourable; for investors, concentration in cyclical (energy, semis) and defensive (health care) sectors does not meaningfully diversify worst-of risk.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Leslie's, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

527064109

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

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

CUSIP No. 527064109

1

Names of Reporting Persons

Clarkston Capital Partners, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MICHIGAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,148,018.00
6	Shared Voting Power 8,885,442.00
7	Sole Dispositive Power 5,148,018.00
8	Shared Dispositive Power 8,889,092.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,037,110.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.57 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 527064109

1

Names of Reporting Persons

Clarkston Companies, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MICHIGAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,148,018.00
6	Shared Voting Power 8,885,442.00
7	Sole Dispositive Power 5,148,018.00
8	Shared Dispositive Power 8,889,092.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,037,110.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.57 %

12

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13G

CUSIP No. 527064109

1

Names of Reporting Persons

Modell Capital LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MICHIGAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,148,018.00
6	Shared Voting Power 8,885,442.00
7	Sole Dispositive Power 5,148,018.00
8	Shared Dispositive Power 8,889,092.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,037,110.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.57 %

12

Type of Reporting Person (See Instructions)

HC, OO

SCHEDULE 13G

CUSIP No. 527064109

1

Names of Reporting Persons

Jeffrey A. Hakala

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,148,018.00
6	Shared Voting Power 8,885,442.00
7	Sole Dispositive Power 5,148,018.00
8	Shared Dispositive Power 8,889,092.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,037,110.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.57 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 527064109

1

Names of Reporting Persons

Gerald W. Hakala

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,148,018.00
6	Shared Voting Power 8,885,442.00
7	Sole Dispositive Power 5,148,018.00
8	Shared Dispositive Power 8,889,092.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,037,110.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.57 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 527064109

1

Names of Reporting Persons

Jeremy J. Modell

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,148,018.00
6	Shared Voting Power 8,885,442.00
7	Sole Dispositive Power 5,148,018.00
8	Shared Dispositive Power 8,889,092.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,037,110.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.57 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Leslie's, Inc.
(b)	Address of issuer's principal executive offices: 2005 East Indian School Road, Phoenix, AZ 85016
Item 2.
(a)	Name of person filing: This Schedule 13G/A is filed jointly pursuant to that certain Joint Filing Agreement filed herewith as Exhibit 99.1 by: Clarkston Capital Partners, LLC ("CCP"), Clarkston Companies, Inc. ("CC"), Modell Capital LLC ("MC"), Jeffrey A. Hakala, Gerald W. Hakala, Jeremy J. Modell
(b)	Address or principal business office or, if none, residence: 303 E Third St., Suite 110, Rochester, MI 48307
(c)	Citizenship: CCP and MC are Michigan limited liability companies. CC is a Michigan corporation. Jeffrey A. Hakala, Gerald W. Hakala, and Jeremy J. Modell (the "Individual Reporting Persons") are citizens of the United States of America.
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 527064109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item (4) is set forth in Row 9 of cover page for each of the Reporting Persons and is incorporated herein by reference. Based upon 185,421,657 shares of Common Stock, par value $0.001 per share ("Common Stock"), of Leslie's, Inc. (the "Issuer") outstanding as of May 2, 2025, as reported in the Issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission on May 8, 2025.
(b)	Percent of class: 7.57 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 5,148,018
	(ii) Shared power to vote or to direct the vote: 8,885,442
	(iii) Sole power to dispose or to direct the disposition of: 5,148,018
	(iv) Shared power to dispose or to direct the disposition of: 8,889,092
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The shares reported in this statement have been purchased by CCP on behalf of CCP's discretionary clients or by a control person of CCP in an account over which such control person has beneficial ownership. CCP's clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of such securities held in their accounts, subject to CCP's general authority to invest and reinvest the assets in each account under its management.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. With respect to CC, MC and the Individual Reporting Persons, see Item 4.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ??240.14a-11. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Clarkston Capital Partners, LLC

Signature:	/s/ Jeffrey A. Hakala
Name/Title:	Chief Executive Officer
Date:	07/07/2025

Clarkston Companies, Inc.

Signature:	/s/ Jeffrey A. Hakala
Name/Title:	Chief Executive Officer and President
Date:	07/07/2025

Modell Capital LLC

Signature:	/s/ Jeremy J. Modell
Name/Title:	Member
Date:	07/07/2025

Jeffrey A. Hakala

Signature:	/s/ Jeffrey A. Hakala
Name/Title:	Jeffrey A. Hakala
Date:	07/07/2025

Gerald W. Hakala

Signature:	/s/ Gerald W. Hakala
Name/Title:	Gerald W. Hakala
Date:	07/07/2025

Jeremy J. Modell

Signature:	/s/ Jeremy J. Modell
Name/Title:	Jeremy J. Modell
Date:	07/07/2025

Exhibit Information

Joint Filing Agreement