Medifast director Parsa Kiai buys 72K shares

MEDIFAST INC (MED) director Parsa Kiai reported indirect open-market purchases of MED common stock on August 19–20, 2026.

Rhea-AI Filing Summary

MEDIFAST INC (MED) director Parsa Kiai reported indirect open-market purchases of MED common stock on August 19–20, 2026. Entities associated with him bought a total of 72,487 shares at weighted-average prices of $11.6576 and $11.6037 per share. The positions are held by Steamboat Capital funds, over which affiliated entities have investment discretion. Kiai may be deemed to have a pecuniary interest in these shares but disclaims beneficial ownership except to that extent. The trades were not reported as made under a Rule 10b5-1 trading plan.

Insider Trade Summary

Net Buyer: 72,487 shares

Net Buy 4 txns

Insider Kiai Parsa

Role Director

Bought 72,487 shs ($843K)

Type	Security	Shares	Price	Value
Purchase	Common Stock F1, F3, F5	41,975	$11.6037	$487K
Purchase	Common Stock F2, F3, F5	1,175	$11.6037	$14K
Purchase	Common Stock F1, F3, F4	28,538	$11.6576	$333K
Purchase	Common Stock F2, F3, F4	799	$11.6576	$9K

Holdings After Transaction: Common Stock — 18,977 shares (Indirect, Notes)

Footnotes (5)

1. F1. Ownership of Steamboat Capital Partners Master Fund, LP (Master) which has delegated investment discretion to Steamboat Capital Partners, LLC (IA).
2. F2. Ownership of Steamboat Capital Partners II, LP (II).
3. F3. Steamboat Capital Partners GP, LLC (GP) is general partner of, and entitled to receive a performance allocation from, each of Master and II. Parsa Kiai ("Kiai") is the Managing Member of GP and IA. Accordingly, Kiai may be deemed to have a pecuniary interest in the shares owned by Master and II. Kiai disclaims beneficial ownership of securities reported hereon except to the extent of his pecuniary interest therein.
4. F4. This is an average price. Actual prices paid for the shares purchased on 8/19/26 and reported on this line range from $11.56 to $11.80. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
5. F5. This is an average price. Actual prices paid for the shares purchased on 8/20/26 and reported on this line range from $11.46 to $11.77. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Key Figures

Total common shares purchased: 72,487 shares Purchase 1 (Master fund) on 2026-08-19: 28,538 shares at $11.6576 per share Purchase 2 (Fund II) on 2026-08-19: 799 shares at $11.6576 per share +3 more

6 metrics

Total common shares purchased 72,487 shares Aggregate of four indirect purchases reported for August 19–20, 2026

Purchase 1 (Master fund) on 2026-08-19 28,538 shares at $11.6576 per share Indirect common stock purchase; actual prices $11.56–$11.80

Purchase 2 (Fund II) on 2026-08-19 799 shares at $11.6576 per share Indirect common stock purchase; actual prices $11.56–$11.80

Purchase 3 (Master fund) on 2026-08-20 41,975 shares at $11.6037 per share Indirect common stock purchase; actual prices $11.46–$11.77

Purchase 4 (Fund II) on 2026-08-20 1,175 shares at $11.6037 per share Indirect common stock purchase; actual prices $11.46–$11.77

Net buy/sell shares 72,487 shares Net effect of reported transactions is a net buy position

Key Terms

investment discretion, performance allocation, pecuniary interest, beneficial ownership

4 terms

investment discretion financial

"which has delegated investment discretion to Steamboat Capital Partners, LLC"

performance allocation financial

"is general partner of, and entitled to receive a performance allocation from"

pecuniary interest financial

"Accordingly, Kiai may be deemed to have a pecuniary interest in the shares"

beneficial ownership financial

"Kiai disclaims beneficial ownership of securities reported hereon except"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did MED (MEDIFAST INC) disclose in this Form 4?

The filing reports four indirect open-market purchases of MED common stock on August 19–20, 2026, totaling 72,487 shares at weighted-average prices near $11.66 and $11.60 per share by entities associated with director Parsa Kiai.

Who executed the MED (MEDIFAST INC) share purchases reported for Parsa Kiai?

The purchases are attributed to Steamboat Capital Partners Master Fund, LP and Steamboat Capital Partners II, LP. Steamboat Capital Partners, LLC has investment discretion, and Steamboat Capital Partners GP, LLC is general partner and entitled to a performance allocation from each fund.

How many MED shares were bought on August 19, 2026, and at what prices?

On August 19, 2026, entities associated with Parsa Kiai bought 28,538 shares linked to the Master fund and 799 shares linked to Fund II at a weighted-average price of $11.6576 per share, with actual prices ranging from $11.56 to $11.80.

How many MED shares were bought on August 20, 2026, and at what prices?

On August 20, 2026, entities associated with Parsa Kiai bought 41,975 shares linked to the Master fund and 1,175 shares linked to Fund II at a weighted-average price of $11.6037 per share, with actual prices ranging from $11.46 to $11.77.

Does Parsa Kiai claim full beneficial ownership of the MED shares reported?

No. The filing states that Parsa Kiai may be deemed to have a pecuniary interest in shares owned by the funds but disclaims beneficial ownership of the securities reported except to the extent of his pecuniary interest in them.

Were the MED insider purchases made under a Rule 10b5-1 trading plan?

The document-level checkbox for Rule 10b5-1 is not checked, and there is no footnote indicating a trading plan. The transactions are therefore not reported as being made pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/21/2026 - 12:36 PM Accepted by SEC EDGAR 08/21/2026 - 12:35 PM Learn about SEC filing dates

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).

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^*

Kiai Parsa

(Last) (First) (Middle)

24 MAPLE AVE

(Street)

RYE NEW YORK 10580

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MEDIFAST INC [ MED ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2026

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
Common Stock	08/19/2026		P		28,538	A	$11.6576	619,331	I	Notes(1)(3)(4)
Common Stock	08/19/2026		P		799	A	$11.6576	17,802	I	Notes(2)(3)(4)
Common Stock	08/20/2026		P		41,975	A	$11.6037	661,306	I	Notes(1)(3)(5)
Common Stock	08/20/2026		P		1,175	A	$11.6037	18,977	I	Notes(2)(3)(5)

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

Explanation of Responses:

1. Ownership of Steamboat Capital Partners Master Fund, LP (Master) which has delegated investment discretion to Steamboat Capital Partners, LLC (IA).

2. Ownership of Steamboat Capital Partners II, LP (II).

3. Steamboat Capital Partners GP, LLC (GP) is general partner of, and entitled to receive a performance allocation from, each of Master and II. Parsa Kiai ("Kiai") is the Managing Member of GP and IA. Accordingly, Kiai may be deemed to have a pecuniary interest in the shares owned by Master and II. Kiai disclaims beneficial ownership of securities reported hereon except to the extent of his pecuniary interest therein.

4. This is an average price. Actual prices paid for the shares purchased on 8/19/26 and reported on this line range from $11.56 to $11.80. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

5. This is an average price. Actual prices paid for the shares purchased on 8/20/26 and reported on this line range from $11.46 to $11.77. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

	/s/ Parsa Kiai	08/21/2026
	** 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)