Medline (NASDAQ: MDLN) entities swap 18,156,867 units for Class A stock
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Medline Inc. entities reported a large internal equity conversion involving 18,156,867 units. Mend Investment Holdings I, L.P. exchanged 18,156,867 Common Units of Medline Holdings, LP for an equal number of Medline Inc. Class A Common Stock at a stated price of $0.0000 per share.
In connection with this exchange, an equivalent 18,156,867 shares of Class B Common Stock held by Mend Investment Holdings I, L.P. were automatically cancelled. Class B shares carry one vote per share but have no economic value and are paired one-for-one with Common Units.
After these transactions, Mend Investment Holdings I, L.P. is shown holding 18,176,177 shares of Class A Common Stock and 82,453,349 Common Units indirectly, while related Hellman & Friedman funds report additional indirect Class A holdings through other entities. The filing reflects a restructuring and conversion of interests rather than open‑market buying or selling.
Positive
- None.
Negative
- None.
Insider Trade Summary
18,156,867 shares exercised/converted
Mixed
6 txns
Insider
Hellman & Friedman Capital Partners X (Parallel), L.P., HFCP X (Parallel-A), L.P., Mend Partners II, L.P., Mend Investment Holdings I, L.P., Hellman & Friedman Investors X, L.P., Mend Partners GP, LLC, Mend Investment Holdings GP, LLC, Hellman & Friedman Capital Partners X, L.P., H&F Corporate Investors X, Ltd.
Role
null | null | null | null | null | null | null | null | null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Common Units | 18,156,867 | $0.00 | -- |
| Conversion | Class A Common Stock | 18,156,867 | $0.00 | -- |
| Other | Class B Common Stock | 18,156,867 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Units — 82,453,349 shares (Indirect, By Mend Investment Holdings I, L.P.);
Class A Common Stock — 18,176,177 shares (Indirect, By Mend Investment Holdings I, L.P.);
Class B Common Stock — 82,453,349 shares (Indirect, By Mend Investment Holdings I, L.P.)
Footnotes (1)
- Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange the common units of Medline Holdings, LP ("Common Units") for shares of Class A common stock ("Class A Common Stock") of Medline Inc. (the "Issuer"), 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 On May 21, 2026, Mend Investment Holdings I, L.P. exchanged 18,156,867 Common Units for an equal number of shares of Class A Common Stock and the Issuer automatically cancelled an equivalent number of shares of the Class B common stock ("Class B Common Stock") of the Issuer held by Mend Investment Holdings I, L.P. Hellman & Friedman Investors X, L.P. ("Investors X GP") is the general partner of Hellman & Friedman Capital Partners X (Parallel), L.P. and HFCP X (Parallel - A), L.P. Mend Partners GP, LLC ("Mend GP") is the general partner of Mend Partners II, L.P. Investors X GP is the managing member of Mend GP. Mend Investment Holdings GP, LLC ("Mend Investment GP") is the general partner of Mend Investment Holdings I, L.P. Hellman & Friedman Capital Partners X, L.P. ("HFCP X") is the managing member of Mend Investment GP. Investors X GP is the general partner of HFCP X. H&F Corporate Investors X, Ltd. ("Investors X Ltd.") is the general partner of Investors X GP. (Continued from footnote 3) A three-member board of directors of Investors X Ltd. has voting and investment discretion over the securities held by Hellman & Friedman Capital Partners X (Parallel), L.P., HFCP X (Parallel - A), Mend Partners II, L.P., and Mend Investment Holdings I, L.P. Each of the members of the board of directors of Investors X Ltd. disclaims beneficial ownership of such shares. Shares of the 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 an exchange of Common Units for shares of the Class A common stock, an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled.
Key Figures
Units converted: 18,156,867 units
Class A received: 18,156,867 shares
Class B cancelled: 18,156,867 shares
+5 more
8 metrics
Units converted
18,156,867 units
Common Units exchanged for Class A Common Stock on May 21, 2026
Class A received
18,156,867 shares
Class A Common Stock issued to Mend Investment Holdings I, L.P.
Class B cancelled
18,156,867 shares
Class B Common Stock automatically cancelled upon unit exchange
Class A held post-transaction
18,176,177 shares
Indirect Class A holdings of Mend Investment Holdings I, L.P.
Common Units remaining
82,453,349 units
Indirect holdings of Mend Investment Holdings I, L.P. after exchange
Parallel fund holdings
74,496,172 shares
Class A held by Hellman & Friedman Capital Partners X (Parallel), L.P.
HFCP X (Parallel - A) holdings
7,781,788 shares
Class A Common Stock held indirectly
Mend Partners II holdings
4,176,227 shares
Class A Common Stock held indirectly
Key Terms
Common Units, Class A Common Stock, Class B Common Stock, exchange agreement, +2 more
6 terms
Common Units financial
"exchange the common units of Medline Holdings, LP ("Common Units") for shares"
Common units are the basic ownership stakes in a company, limited partnership, or trust that function like common stock: they give holders a claim on profits and often voting rights. Think of them as the ordinary seats at a table—the most directly affected by the business’s success or failure, so they typically offer higher upside but carry greater risk than preferred claims or creditors, which matters to investors evaluating potential return and safety.
Class A Common Stock financial
"for shares of Class A common stock ("Class A Common Stock") of Medline Inc."
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Class B Common Stock financial
"Shares of the Class B Common Stock have no economic value and have one vote per share."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
exchange agreement financial
"Pursuant to the terms of an exchange agreement, dated as of December 16, 2025"
Conversion of derivative security financial
"transaction_code_description": "Conversion of derivative security""
other acquisition or disposition financial
"transaction_code_description": "Other acquisition or disposition""
FAQ
What insider transaction did Medline Inc. (MDLN) report in this Form 4?
Medline Inc. reported that Mend Investment Holdings I, L.P. exchanged 18,156,867 Common Units for the same number of Class A Common Stock. This was an internal conversion at $0.0000 per share, not an open-market purchase or sale.
What happened to Medline (MDLN) Class B Common Stock in this Form 4 filing?
An equal 18,156,867 shares of Medline Class B Common Stock held by Mend Investment Holdings I, L.P. were automatically cancelled. Class B shares have no economic value, one vote per share, and are cancelled when the corresponding Common Units are exchanged.
How many Medline (MDLN) Common Units remain after the reported exchange?
Following the reported exchange, Mend Investment Holdings I, L.P. is shown holding 82,453,349 Common Units indirectly. These units remain exchangeable on a one-for-one basis into Class A Common Stock under the described exchange agreement.
Which entities are associated with the Medline (MDLN) holdings in this Form 4?
Holdings are attributed to Mend Investment Holdings I, L.P., Mend Partners II, L.P., HFCP X (Parallel - A), L.P., and Hellman & Friedman Capital Partners X (Parallel), L.P., all ultimately overseen by a three-member board of Investors X Ltd. that disclaims beneficial ownership.
Do the Medline (MDLN) Form 4 transactions indicate insider buying or selling on the market?
The Form 4 describes a conversion of 18,156,867 Common Units into Class A Common Stock and cancellation of matching Class B shares. It does not report open-market purchases or sales, but rather internal restructuring and derivative conversion activity.