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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported): October 21, 2026
Medline Inc.
(Exact name of registrant as specified in its charter)
| Delaware |
001-43022 |
33-1845288 |
(State or other jurisdiction of
incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
3 Lakes Drive
Northfield,
IL 60093
(Address of principal executive offices, including
zip code)
(847) 949-5500
(Registrant's telephone number, including area
code)
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol |
Name of each exchange on which registered |
| Class A common stock, par value $0.0001 per share |
MDLN |
Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01. Regulation FD Disclosure.
On
October 14, 2026, Medline Inc. (the “Company”) initiated a voluntary
field action involving the removal, discontinuation, and market exit of all Medline Brand beds, including homecare beds,
bariatric beds, and long-term care beds, as well as their associated pendants, accessories, replacement parts, and bed-containing
order packages. The affected products are within the
Company’s Front Line Care product category in the Company’s Medline Brand segment.
Net sales of the affected products for the
twelve months ended June 27, 2026, were approximately $60 million. While it is too early to ascertain the total costs associated
with the field action, including product discontinuation, inclusive of inventory impairment and disposal costs, and customer
credits, the Company currently estimates associated costs of up to $220 million. These costs are expected to
be incurred in 2026 and 2027 and to be excluded from Adjusted EBITDA. The estimated range reflects uncertainty regarding future
customer participation. Actual customer credits may differ materially. The Company currently does not expect this action to have a
material impact on its financial results for fiscal year 2026, including its full year 2026 guidance provided on August 5, 2026.
Additional information is available on the Company's corporate website under the Press Releases & Media Statements section of the
News and Insights page.
The
information in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information
be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly
set forth by specific reference in such filing.
Forward Looking Statements
This Current Report on Form 8-K contains
forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of
1995. Words such as “anticipate,” “assume,” “believe” “contemplate,”
“continue,” “could,” “estimate,” “expect,” “foreseeable,”
“intend,” “may,” “plan,” “potentially,” “predict,”
“project,” “seek,” “should,” “will,” or “would,” or similar conditional
or future expressions are intended to identify forward-looking statements. These statements include, but are not limited to,
statements regarding the Company’s current expected financial impact and costs related to the voluntary field action and
market exit of all Medline Brand beds, including the estimated value of costs associated with the field action and expected
accounting treatment. The forward-looking statements are based on management’s current expectations and are subject to various
risks, uncertainties, and changes in circumstances, many of which are beyond the Company’s control, that could cause actual
results to differ materially, including, without limitation, risks related to the preliminary nature of the estimate of the costs
associated with the field action, which may change in amount or timing, and the level of future customer participation and the
actual customer credits provided, as well as the risks and uncertainties described in the Company’s filings with the
Securities and Exchange Commission, including the Company’s most recently filed Annual Report on Form 10-K and subsequent
reports on Forms 10-Q and 8-K. The Company disclaims any intent or obligation to update, revise, or withdraw any forward-looking
statement in this Current Report on Form 8-K, except as required by applicable law or regulation.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized.
Date: October 21, 2026
| |
MEDLINE INC. |
| |
|
|
| |
By: |
/s/ Michael B. Drazin |
| |
|
Name: Michael B. Drazin |
| |
|
Title: Chief Financial Officer |
