Liberman Alexander M. 4
4 · Medline Inc. · Filed Mar 6, 2026
Research Summary
AI-generated summary of this filing
Medline (MDLN) CLO Alexander M. Liberman Receives Awards
What Happened
- Alexander M. Liberman, Chief Legal Officer of Medline (MDLN), was the recipient of multiple grants/awards reported on a Form 4 covering transactions dated December 16, 2025 (and one entry dated March 5, 2026). The filings show a series of acquisitions/awards across different instruments totaling 2,382,831 units/shares (a mix of Class B common stock, restricted stock units (RSUs), and several categories of Incentive Units/profit interests). Most awards list no cash price (N/A); one small grant of 11,903 shares was recorded on 2026-03-05 at $0.00 (no cash paid).
Key Details
- Transaction dates and prices:
- Primary activity dated 2025-12-16 (multiple awards; price listed as N/A).
- One entry on 2026-03-05: 11,903 shares acquired at $0.00.
- Total quantity reported across entries: 2,382,831 units/shares (aggregate of direct and derivative interests).
- Notable vesting and instrument details:
- Several items are Incentive Units (profit interests) convertible into Common Units and ultimately exchangeable one-for-one into Class A shares per the Exchange Agreement; conversion mechanics and no expiration are described in the filing.
- RSUs granted: 25% vest on June 15, 2026; remaining 75% vest in three equal annual installments beginning March 1, 2027.
- Various Incentive Unit tranches have differing vesting schedules (examples in the filing: 20% vested / 80% vesting in four annual installments from Mar 29, 2026; five equal annual installments beginning Mar 28, 2026; 80% vested / 20% vesting Oct 21, 2026; 40% vested / remaining 60% vesting in three equal annual installments beginning Apr 1, 2026).
- Class B common stock (where applicable) carries one vote per share but is described as having no economic value; Common Units are exchangeable for Class A shares under the Exchange Agreement.
- Holding structure notes:
- Some securities are held indirectly through Medline Management Aggregator LLC.
- Some securities are held in a trust of which the reporting person’s spouse is trustee.
- Filing timeliness:
- The Form 4 was filed on March 6, 2026 for transactions dated December 16, 2025 (and one on March 5, 2026), which indicates a late filing relative to the usual two‑business‑day Form 4 deadline.
Context
- These transactions appear to be awards and reclassifications tied to pre‑IPO structuring and ongoing executive compensation (per footnotes describing reclassification prior to the IPO and exchange rights), not open‑market purchases or sales. Awards and incentive/profit‑interest units are typically subject to vesting and conversion mechanics; they do not necessarily reflect immediate cash investment or sales.
- For retail investors: vesting schedules and conversion rights determine when these interests can convert to economically valuable Class A shares; many of the reported interests remain subject to future vesting and conversion conditions.
Insider Transaction Report
Form 4
Medline Inc.MDLN
Liberman Alexander M.
Chief Legal Officer
Transactions
- Award
Class B Common Stock
[F1][F2]2025-12-16+226,923→ 226,923 total - Award
Class B Common Stock
[F1][F2][F3]2025-12-16+234,177→ 234,177 total(indirect: See Footnote) - Award
Class A Common Stock
[F4]2026-03-05+11,903→ 11,903 total - Award
Common Units of Medline Holdings, LP
[F5][F1][F3]2025-12-16+234,177→ 234,177 total(indirect: See Footnote)→ Class A Common Stock (234,177 underlying) - Award
Common Units of Medline Holdings, LP
[F5][F1]2025-12-16+226,923→ 226,923 total(indirect: See Footnote)→ Class A Common Stock (226,923 underlying) - Award
Incentive Units of Medline Holdings, LP
[F6][F7][F1][F8]2025-12-16+1,129,447→ 1,129,447 total(indirect: See Footnote)Exercise: $15.42→ Class A Common Stock (1,129,447 underlying) - Award
Incentive Units of Medline Holdings, LP
[F6][F7][F1][F9]2025-12-16+141,836→ 141,836 total(indirect: See Footnote)Exercise: $15.23→ Class A Common Stock (141,836 underlying) - Award
Incentive Units of Medline Holdings, LP
[F6][F7][F1][F10]2025-12-16+105,200→ 105,200 total(indirect: See Footnote)Exercise: $19.01→ Class A Common Stock (105,200 underlying) - Award
Incentive Units of Medline Holdings, LP
[F6][F7][F1][F11]2025-12-16+72,245→ 72,245 total(indirect: See Footnote)Exercise: $27.68→ Class A Common Stock (72,245 underlying)
Footnotes (11)
- [F1]These securities were acquired in connection with the reclassification of the interests of Medline Holdings, LP prior to the Issuer's initial public offering (as more fully described in the Registration Statement on Form S-1). These securities were previously reported on the Reporting Person's Form 3 filed on December 17, 2025.
- [F10]20% of these Incentive Units have vested, and the remaining 80% vest in four equal annual installments beginning on March 29, 2026.
- [F11]These Incentive Units vest in five equal annual installments beginning on March 28, 2026.
- [F2]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 of Medline Holdings, LP ("Common Units") held. Upon an exchange of Common Units for shares of the Issuer's Class A common stock ("Class A Common Stock"), an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled.
- [F3]These securities are held by a trust, of which the Reporting Person's spouse is the trustee.
- [F4]Represents a grant of restricted stock units ("RSUs"), of which 25% vest on June 15, 2026 and the remaining 75% vest in three equal annual installments beginning on March 1, 2027.
- [F5]Pursuant to the terms of an exchange agreement, dated as of December 16, 2025 (the "Exchange Agreement"), holders have the right to exchange their Common Units for shares of the 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 are held indirectly through Medline Management Aggregator LLC.
- [F6]Reflect incentive units of Medline Holdings, LP ("Incentive Units"), which are "profit interests" having economic characteristics similar to stock appreciation rights. Vested Incentive Units are convertible, at the holder's election, into a number of Common Units generally equal to (a) the product of the number of vested Incentive Units to be converted with a given per unit participation threshold and then-current difference between the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Class A Common Stock) and the per unit participation threshold of such vested Incentive Units divided by (b) the per unit value of a Common Unit at the time of the conversion (based on the public trading price of a share of Class A Common Stock), subject to certain adjustments.
- [F7](Continued from Footnote 6 above) Common Units are exchangeable on a one-for-one basis for shares of Class A Common Stock pursuant to the terms of the Exchange Agreement. These Incentive Units have no expiration date. Such Incentive Units are held indirectly through Medline Management Aggregator LLC.
- [F8]80% of these Incentive Units have vested, and the remaining 20% vest on October 21, 2026.
- [F9]40% of these Incentive Units have vested, and the remaining 60% vest in three equal annual installments beginning on April 1, 2026.
Signature
/s/ Nicole Fritz, Attorney-in-Fact|2026-03-06