8-K - BrightSpring Health Services, Inc. Tangible Equity Unit | StockGist

AI Analysis

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BrightSpring Health Services, Inc. entered into an underwriting agreement dated March 2, 2026 with KKR Phoenix Aggregator L.P., Management Selling Stockholders, and Goldman Sachs & Co. LLC for the sale of 20,000,000 shares of common stock at $41.15 per share by the Selling Stockholders. The Company repurchased 1,464,807 shares from the Underwriter at $40.961 per share and received no proceeds from the Offering except from stock option exercises.

Key Takeaways

1Underwriting agreement executed March 2, 2026 with Goldman Sachs & Co. LLC

2Selling Stockholders: KKR Phoenix Aggregator L.P. (19,715,000 shares), Jon Rousseau (220,000 shares), Jennifer Phipps (35,000 shares), Lisa Nalley (30,000 shares)

320,000,000 shares sold at public offering price of $41.15 per share

4Closing and Share Repurchase completed March 4, 2026

5Company repurchased 1,464,807 shares from Underwriter at $40.961 per share

6No underwriting fees paid on repurchased shares; Company received no Offering proceeds except from Management stock option exercises

Current Report Details

Event Type

Material Agreement

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

Entry into a Material Definitive Agreement. On March 2, 2026, BrightSpring Health Services, Inc. (the “Company”) entered into an underwriting agreement with KKR

Material Agreement

9.01

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 1.1 Underwriting Agreement, dated as of March 2, 2026, by and among BrightSpring Hea

Exhibits Only

Transaction Details

Material Agreement

Agreement: Underwriting Agreement
Parties: BrightSpring Health Services, Inc., KKR Phoenix Aggregator L.P., Management Selling Stockholders, Goldman Sachs & Co. LLC

•Underwritten offering of 20,000,000 shares of Common Stock at $41.15 per share
•All shares sold by Selling Stockholders; Company received no proceeds except from stock option exercises
•Company Share Repurchase of 1,464807 shares from Underwriter at $40.961 per share
•No underwriting fees on repurchased shares
•Closing occurred March 4, 2026
•Pursuant to Form S-3ASR registration statement (File No. 333-287916)

Exhibits (3)

1.1

EX-1.1

5.1

EX-5.1

8-K