BX Mozart ML-1 Holdco L.P. 4
4 · Medline Inc. · Filed May 26, 2026
Research Summary
AI-generated summary of this filing
Medline (MDLN) 10% Owner BX Mozart ML-1 Converts ~11.35M Units to Shares
What Happened
- BX Mozart ML-1 Holdco L.P., identified as a 10% owner of Medline Inc. (MDLN), completed conversions on May 21, 2026 that resulted in the exchange of common-unit derivative securities into Class A common stock. The filings show two conversion amounts: 9,858,774 shares and 1,489,924 shares, totaling 11,348,698 shares.
- The transactions are reported with N/A or $0 prices (no cash consideration). Parallel disposal entries reflect the surrender/cancellation of the prior units and corresponding Class B common stock (which per the filing had no economic value and were automatically cancelled).
Key Details
- Transaction date: 2026-05-21.
- Shares converted: 9,858,774 + 1,489,924 = 11,348,698 Class A shares (reported as conversion of derivative securities).
- Reported price/value: N/A or $0 (conversion/exchange, not a cash purchase or sale).
- Footnotes of note:
- F1: Holders have perpetual one-for-one exchange rights to convert Medline Holdings LP common units into Medline Inc. Class A shares (subject to standard adjustments).
- F10: Class B common stock had no economic value and equivalent Class B shares were automatically cancelled on conversion.
- F2–F9/F4: The filing details the ownership chain (BX Mozart affiliates, Blackstone-related entities) and that multiple affiliates filed related reports.
- F5–F6: Reporting persons disclaim beneficial ownership of securities held by other affiliates except for pecuniary interests; information supplied by affiliates may vary.
- Filing timeliness: Report filed 2026-05-26 for a 2026-05-21 transaction (filed 5 days after the transaction); this appears later than the typical 2-business-day Form 4 reporting window.
Context
- This was a conversion/exchange of unit/derivative rights into common stock (not a market purchase or sale). No cash changed hands; the conversion simply reclassified ownership from Medline Holdings LP common units (and related Class B shares) into Medline Inc. Class A common stock.
- As a 10% institutional holder (through a chain of private-equity/Blackstone-affiliated entities), this is institutional reclassification of holdings, not an executive buying or selling for personal portfolio reasons.
- Multiple related entities filed separate Form 4s per the remarks, so check related filings for the full picture of holdings across affiliates.
Insider Transaction Report
Form 4
Medline Inc.MDLN
BX Mozart ML-1 Holdco L.P.
10% Owner
Transactions
- Conversion
Class A Common Stock
[F1][F2][F4][F5][F6]2026-05-21+9,858,774→ 9,868,959 total(indirect: See Footnotes) - Conversion
Class A Common Stock
[F1][F3][F4][F5][F6]2026-05-21+1,489,924→ 1,491,463 total(indirect: See Footnotes) - Other
Class B Common Stock
[F10][F2][F4][F5][F6]2026-05-21−9,858,774→ 44,770,628 total(indirect: See Footnotes) - Other
Class B Common Stock
[F10][F3][F4][F5][F6]2026-05-21−1,489,924→ 6,766,039 total(indirect: See Footnotes) - Conversion
Common Units of Medline Holdings, LP
[F1][F2][F4][F5][F6]2026-05-21−9,858,774→ 44,770,628 total(indirect: See Footnotes)→ Class A Common Stock (9,858,774 underlying) - Conversion
Common Units of Medline Holdings, LP
[F1][F3][F4][F5][F6]2026-05-21−1,489,924→ 6,766,039 total(indirect: See Footnotes)→ Class A Common Stock (1,489,924 underlying)
Holdings
- 109,250,239(indirect: See Footnotes)
Class A Common Stock
[F4][F5][F6][F7] - 12,507,704(indirect: See Footnotes)
Class A Common Stock
[F4][F5][F6][F8] - 2,428,681(indirect: See Footnotes)
Class A Common Stock
[F4][F5][F6][F9]
Footnotes (10)
- [F1]Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their common units of Medline Holdings, LP ("Common Units") for shares of Medline Inc.'s (the "Issuer") Class A common stock ("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.
- [F10]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 held. Upon the conversion of Common Units, an equivalent number of shares of Class B Common Stock were automatically cancelled.
- [F2]Reflects securities of the Issuer held directly by BX Mozart ML-1 Holdco L.P. BX Mozart ML-1 Holdco GP L.L.C. is the general partner of BX Mozart ML-1 Holdco L.P. BCP Mozart Aggregator L.P. is the managing member of BX Mozart ML-1 Holdco GP L.L.C. BCP 8 Holdings Mozart Manager L.L.C. is the general partner of BCP Mozart Aggregator L.P. BMA VIII L.L.C. is the managing member of BCP 8 Holdings Mozart Manager L.L.C.
- [F3]Reflects securities of the Issuer held directly by Mozart Aggregator UNLV Holdco L.P. BCP 8 Holdings Mozart Manager L.L.C. is the general partner of Mozart Aggregator UNLV Holdco L.P. BMA VIII L.L.C. is the managing member of BCP 8 Holdings Mozart Manager L.L.C.
- [F4]Blackstone Holdings II L.P. is the managing member of BMA VIII L.L.C. Blackstone Holdings I/II GP L.L.C. is the general partner of Blackstone Holdings II L.P. Blackstone Inc. is the sole member of Blackstone Holdings I/II GP L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- [F5]Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
- [F6]Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- [F7]Reflects securities of the Issuer held directly by BX Mozart ML-2 Holdco L.P. BX Mozart ML-2 Holdco GP L.L.C. is the general partner of BX Mozart ML-2 Holdco L.P. Mozart Aggregator II L.P. is the managing member of BX Mozart ML-2 Holdco GP L.L.C. Blackstone Management Associates VIII L.P. is the general partner of Mozart Aggregator II LP. BMA VIII L.L.C. is the general partner of Blackstone Management Associates VIII L.P.
- [F8]Reflects securities of the Issuer held directly by Mozart Aggregator II UNLV Holdco L.P. Mozart Aggregator II LP is the sole limited partner of Mozart Aggregator II UNLV Holdco L.P. Blackstone Management Associates VIII L.P. is the general partner of Mozart Aggregator II LP and of Mozart Aggregator II UNLV Holdco L.P. BMA VIII L.L.C. is the general partner of Blackstone Management Associates VIII L.P.
- [F9]Reflects securities of the Issuer held directly by Mozart Aggregator II LP. Blackstone Management Associates VIII L.P. is the general partner of Mozart Aggregator II LP. BMA VIII L.L.C. is the general partner of Blackstone Management Associates VIII L.P.