Carlyle entities report major Medline (MDLN) Class A and B holdings
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
Medline Inc. insider filing shows large Carlyle-affiliated ownership. On 01/16/2026, a group of CP Circle ML investment vehicles associated with The Carlyle Group reported indirect beneficial ownership of 111,994,953 shares of Class A Common Stock and 55,557,381 shares of Class B Common Stock, as well as 55,557,381 Common Units of Medline Holdings, LP. The Class B shares carry one vote per share but no economic value and are paired one-for-one with Common Units, with the Class B shares automatically cancelled when the units are exchanged into Class A stock. An exchange agreement dated December 16, 2025 gives holders the right to swap Common Units for Class A shares on a one-for-one basis, with these exchange rights not expiring.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
CP Circle ML Holdco GP, LLC, CP Circle ML-1 Holdco GP, LLC, CP Circle ML-1 Holdco, L.P., CP Circle ML-2 Holdco, L.P., CP Circle ML-3 Holdco, L.P., CP Circle ML-4 Holdco, L.P., CP Circle ML-5 Holdco, L.P., CP Circle ML-6 Holdco, L.P., CP Circle ML-7 Holdco, L.P.
Role
10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Common Units of Medline Holdings, LP | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Units of Medline Holdings, LP — 55,557,381 shares (Indirect, See footnotes);
Class A Common Stock — 111,994,953 shares (Indirect, See footnotes);
Class B Common Stock — 55,557,381 shares (Indirect, See footnotes)
Footnotes (1)
- Reflects (i) 268,411 shares of Class A Common Stock held by CP Circle ML-2 Holdco, L.P., (ii) 58,369,466 shares of Class A Common Stock held by CP Circle ML-3 Holdco, L.P., (iii) 26,655,381 shares of Class A Common Stock held by CP Circle ML-4 Holdco, L.P., (iv) 6,615,133 shares of Class A Common Stock held by CP Circle ML-5 Holdco, L.P., (v) 2,440,275 shares of Class A Common Stock held by CP Circle ML-6 Holdco, L.P., (vi) 17,636,833 shares of Class A Common Stock held by CP Circle ML-7 Holdco, L.P. and (vii) 9,454 shares of Class A Common Stock and 55,557,381 Common Units and shares of Class B Common Stock held by CP Circle ML-1 Holdco, L.P. The Carlyle Group Inc., a publicly traded company listed on Nasdaq, is the sole member of Carlyle Holdings II GP L.L.C., which is the managing member of Carlyle Holdings II L.L.C., which, with respect to the securities managed by TC Group VII, L.P., is the managing member of CG Subsidiary Holdings L.L.C., which is the general partner of TC Group Cayman Investment Holdings, L.P., which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the sole member of TC Group VII, L.L.C., which is the general partner of TC Group VII, L.P., which is the managing member of CP Circle ML Holdco GP, LLC, which is the general partner of each of CP Circle ML-7 Holdco, L.P., CP Circle ML-6 Holdco, L.P., CP Circle ML-5 Holdco, L.P., CP Circle ML-4 Holdco, L.P., CP Circle ML-3 Holdco, L.P. and CP Circle ML-2 Holdco, L.P. TC Group VII, L.P. is also the managing member of CP Circle ML-1 Holdco GP, LLC, which is the general partner of CP Circle ML-1 Holdco, L.P. Shares of the Issuer's Class B common stock ("Class B Common Stock") have no economic value and have one vote per share. One share of Class B Common Stock is issued for each common unit of Medline Holdings, LP ("Common Units") held. Upon an exchange of Common Units for shares of the Issuer's Class A common stock ("Class A Common Stock"), an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled. Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their Common Units for shares of Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. These exchange rights do not expire.
