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Premier (PINC) CEO Receives 72,305 Performance Share Award; 569,659 Shares Beneficially Owned

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Michael J. Alkire, President & CEO and director of Premier, Inc. (PINC), was allocated 72,305 Class A common shares on 08/19/2025 as Performance Share Awards tied to the company's fiscal 2025 performance metrics. These awards are allocated based on fiscal 2025 results but will not vest until after a three-year performance cycle and remain subject to continued employment. Following the reported transaction, the filing shows the reporting person beneficially owns 569,659 shares of Class A common stock; that total reflects a prior March 2025 transfer of 5,000 shares to the reporting person’s former spouse pursuant to a domestic relations order. The Form 4 was signed via attorney-in-fact on 08/20/2025.

Positive

  • Significant performance-based award of 72,305 Class A shares aligns CEO pay with multi-year company performance
  • Reported beneficial ownership of 569,659 shares indicates meaningful insider stake in Premier, Inc.

Negative

  • Awards are unvested and contingent on a three-year performance cycle and continued employment, limiting near-term shareholder impact
  • Reduction of holdings by 5,000 shares due to a domestic relations order (March 2025 transfer) lowered direct ownership

Insights

TL;DR: CEO received a sizable performance-based award that vests over three years and depends on continued employment.

The allocation of 72,305 performance shares signals management compensation linked to multi-year targets rather than an immediate cash or equity payout. From a governance view, multi-year performance shares align executive incentives with long-term company performance but limit immediate shareholder dilution impact because the awards are unvested and contingent. The disclosure that 5,000 shares were transferred under a domestic relations order is an administrative change to beneficial ownership and does not alter the nature of the newly allocated awards. This transaction is routine for executive compensation reporting and is not an open-market purchase or sale.

TL;DR: Significant grant size; vesting and continued-employment conditions constrain near-term liquidity and influence retention.

The 72,305-share performance award is material in size relative to typical single-year executive grants for mid-cap companies. Because vesting is deferred until after a three-year performance cycle and depends on continued employment, the award functions as a retention and performance incentive rather than immediate compensation. Investors should note the difference between "allocated" and "vested"—these shares increase reported beneficial ownership now but will only convert into vested, transferable shares if future conditions are met.

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*
Alkire Michael J.

(Last) (First) (Middle)
C/O PREMIER, INC.
13520 BALLANTYNE CORPORATE PLACE

(Street)
CHARLOTTE NC 28277

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Premier, Inc. [ PINC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/19/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 08/19/2025 A 72,305(1) A $0 569,659(2) 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
Explanation of Responses:
1. Represents Performance Share Awards allocated to the reporting person based on the issuer's fiscal year 2025 financial performance against fiscal year 2025 performance metrics for those awards, but which will not vest until after the end of a three year performance cycle subject to continued employment.
2. The amount reported in this column reflects the March 2025 transfer of 5,000 shares of Class A common stock to the reporting person's former spouse pursuant to a domestic relations order.
/s/ David L. Klatsky, Attorney-in-fact 08/20/2025
** 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.

FAQ

What did Premier, Inc. (PINC) disclose in the Form 4 filed for Michael J. Alkire?

The Form 4 reports an allocation of 72,305 Class A common shares as Performance Share Awards dated 08/19/2025 and shows beneficial ownership of 569,659 shares after the transaction.

Are the 72,305 performance shares immediately vested and transferable?

No. The awards are allocated based on fiscal 2025 performance but will not vest until after a three-year performance cycle and are subject to continued employment.

Why does the filing show a change in Mr. Alkire’s holdings from a prior amount?

The filing notes a March 2025 transfer of 5,000 shares to the reporting person’s former spouse pursuant to a domestic relations order, which reduced holdings.

What is Michael J. Alkire’s role at Premier, Inc. according to the Form 4?

The Form 4 lists Michael J. Alkire as a Director and Officer with the title President & CEO.

When was the Form 4 signed and by whom?

The Form 4 was signed by an attorney-in-fact, David L. Klatsky, on 08/20/2025.
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