Medline (MDLN) CCO Golwas sells 100K shares, converts 100K units

Rhea-AI Filing Summary

Medline Inc. Chief Commercial Officer and 10% owner Douglas P. Golwas reported a mix of equity transactions involving Medline stock and partnership units. He exercised 100,000 Common Units of Medline Holdings, LP into 100,000 shares of Class A common stock, while an equivalent 100,000 shares of Class B common stock were automatically cancelled and returned to the issuer with no economic value exchanged.

Golwas then sold 38,034 Class A shares at a weighted average price of $37.05 per share and 61,966 Class A shares at a weighted average price of $36.60 per share, both under a pre-arranged Rule 10b5-1 trading plan. In a separate move tied to restricted stock unit vesting, 1,889 Class A shares were withheld to cover tax obligations. Following these transactions, he continues to hold significant direct Class A ownership and 365,864 Common Units of Medline Holdings, LP indirectly, each exchangeable one-for-one into Class A shares.

Insights

Equity analyst

Golwas exercised units and sold shares under a 10b5-1 plan, resulting in a net share sale but retaining a sizable position.

Chief Commercial Officer Douglas P. Golwas converted 100,000 Common Units of Medline Holdings, LP into 100,000 shares of Medline Class A common stock, cancelling an equivalent number of non-economic Class B shares returned to the issuer. This shifts part of his interest from partnership units into publicly traded equity.

He reported open-market sales of 38,034 Class A shares at a weighted average $37.05 and 61,966 shares at $36.60, executed pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2026. The filing also shows 1,889 shares withheld to satisfy taxes on restricted stock unit vesting, a non-market disposition.

Transaction data indicate netSellShares of 100,000, while he still holds 365,864 Common Units of Medline Holdings, LP indirectly, exchangeable one-for-one into Class A stock, and ongoing direct Class A holdings. Given the pre-planned nature of the sales and continued substantial ownership, this appears as routine portfolio and liquidity management rather than a thesis-changing event.

Insider Trade Summary 10b5-1

Net Seller: 100,000 shares ($3,677,115)

Net Sell 6 txns

Insider Golwas Douglas P

Role Chief Commercial Officer

Sold 100,000 shs ($3.68M)

Type	Security	Shares	Price	Value
Exercise	Common Units of Medline Holdings, LP	100,000	$0.00	--
Exercise	Class A Common Stock	100,000	$0.00	--
Sale	Class A Common Stock	61,966	$36.60	$2.27M
Sale	Class A Common Stock	38,034	$37.05	$1.41M
Disposition	Class B Common Stock	100,000	$0.00	--
Tax Withholding	Class A Common Stock	1,889	$36.61	$69K

Holdings After Transaction: Common Units of Medline Holdings, LP — 365,864 shares (Indirect, See Footnote); Class A Common Stock — 123,899 shares (Direct, null); Class B Common Stock — 365,864 shares (Direct, null)

Footnotes (1)

1. Reflects shares withheld to satisfy the Reporting Person's tax liability in connection with the vesting of restricted stock units. Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their common units of Medline Holdings, LP ("Common Units") for shares of Medline Inc.'s (the "Issuer") Class A common stock ("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. Such Common Units were held indirectly through Medline Management Aggregator LLC. Reflects sales effected pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2026. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.98 to $36.9785 per share, inclusive. The Reporting Persons undertake 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 range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.98 to $37.19 per share, inclusive. The Reporting Persons undertake 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 range set forth in this footnote. 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 held. Upon the exchange of Common Units for shares of Class A Common Stock, an equivalent number of shares of Class B Common Stock were automatically cancelled.

Key Figures

Units exchanged into Class A shares: 100,000 units/shares Class B shares cancelled: 100,000 shares Class A shares sold at $37.05: 38,034 shares at $37.05 +4 more

7 metrics

Units exchanged into Class A shares 100,000 units/shares Common Units of Medline Holdings, LP exchanged one-for-one into Class A common stock

Class B shares cancelled 100,000 shares Class B common stock automatically cancelled and returned to issuer upon exchange

Class A shares sold at $37.05 38,034 shares at $37.05 Open-market or private sale at weighted average price

Class A shares sold at $36.60 61,966 shares at $36.60 Open-market or private sale at weighted average price

Shares withheld for taxes 1,889 shares at $36.61 Tax-withholding disposition for RSU vesting

Common Units remaining indirectly 365,864 units Common Units of Medline Holdings, LP held indirectly after transactions

Net shares sold 100,000 shares transactionSummary netBuySellShares reported as net-sell

Key Terms

Rule 10b5-1 trading plan, restricted stock units, tax-withholding disposition, disposition to issuer, +2 more

6 terms

Rule 10b5-1 trading plan financial

"Reflects sales effected pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2026."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

restricted stock units financial

"Reflects shares withheld to satisfy the Reporting Person's tax liability in connection with the vesting of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

disposition to issuer financial

"Disposition to issuer"

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.

exchange agreement financial

"Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their common units..."

A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.

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Form 4 Insider Transactions: What Each Field Means →

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).

X

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^*

Golwas Douglas P

(Last) (First) (Middle)

C/O MEDLINE INC.

3 LAKES DRIVE

(Street)

NORTHFIELD ILLINOIS 60093

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Medline Inc. [ MDLN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/15/2026		F(1)		1,889	D	$36.61	23,899	D
Class A Common Stock	06/16/2026		M		100,000	A	(2)	123,899	D
Class A Common Stock	06/16/2026		S(3)		61,966	D	$36.6(4)	61,933	D
Class A Common Stock	06/16/2026		S(3)		38,034	D	$37.05(5)	23,899	D
Class B Common Stock	06/16/2026		D(6)		100,000	D	(6)	365,864	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Units of Medline Holdings, LP	(2)	06/16/2026		M			100,000	(2)	(2)	Class A Common Stock	100,000	$0	365,864	I	See Footnote(2)

Explanation of Responses:

1. Reflects shares withheld to satisfy the Reporting Person's tax liability in connection with the vesting of restricted stock units.

2. Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their common units of Medline Holdings, LP ("Common Units") for shares of Medline Inc.'s (the "Issuer") Class A common stock ("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. Such Common Units were held indirectly through Medline Management Aggregator LLC.

3. Reflects sales effected pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2026.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.98 to $36.9785 per share, inclusive. The Reporting Persons undertake 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 range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.98 to $37.19 per share, inclusive. The Reporting Persons undertake 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 range set forth in this footnote.

6. 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 held. Upon the exchange of Common Units for shares of Class A Common Stock, an equivalent number of shares of Class B Common Stock were automatically cancelled.

	/s/ Nicole Fritz, Attorney-in-Fact	06/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Medline (MDLN) report for Douglas P. Golwas?

Douglas P. Golwas reported exercising 100,000 Common Units of Medline Holdings, LP into 100,000 Class A shares, canceling 100,000 Class B shares, plus selling 100,000 Class A shares in total and having 1,889 shares withheld for taxes related to restricted stock unit vesting.

How many Medline (MDLN) shares did Douglas P. Golwas sell and at what prices?

Golwas sold 38,034 Class A shares at a weighted average price of $37.05 and 61,966 Class A shares at a weighted average price of $36.60. These sales were executed in multiple trades within stated price ranges and reported as open-market or private transactions.

Was the Medline (MDLN) insider sale by Douglas P. Golwas under a Rule 10b5-1 plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2026. Such plans pre-schedule trades, indicating the timing of these sales was set in advance rather than based on short-term market developments.

What happened to Douglas P. Golwas’s Medline (MDLN) Class B common stock?

An equal number of Class B shares—100,000—were automatically cancelled when he exchanged 100,000 Common Units of Medline Holdings, LP into 100,000 Class A shares. Class B shares have no economic value and carry one vote per share under the described structure.

How many Medline Holdings, LP units does Douglas P. Golwas still hold indirectly?

Golwas is reported as indirectly holding 365,864 Common Units of Medline Holdings, LP after the transactions. Under an exchange agreement, each Common Unit can be exchanged on a one-for-one basis into Medline Class A common stock, subject to customary anti-dilution adjustments.

Why were 1,889 Medline (MDLN) shares disposed of by Douglas P. Golwas at $36.61?

The 1,889 Class A shares at a price of $36.61 were withheld to satisfy Golwas’s tax liability on vesting restricted stock units. This F-code transaction is a tax-withholding disposition, not an open-market sale, and reflects routine tax settlement on equity compensation.