CP Circle ML-6 Holdco, L.P. 4
4 · Medline Inc. · Filed Mar 12, 2026
Research Summary
AI-generated summary of this filing
Medline (MDLN) 10% Owner Sells 26.1M Shares for $1.07B
What Happened
CP Circle ML Holdco GP, LLC (a Carlyle-managed entity and reported 10% owner) sold 26,105,840 shares of Medline Class A common stock on 2026-03-10 at $41.00 per share, generating proceeds of $1,070,339,440. In a separate disposition on the same date, 2,113,483 shares were distributed (no consideration) to a limited partner. The sale is a routine institutional sale (S = sale); the distribution is reported as an "other disposition" (J) and is subject to limited partner lock-up restrictions.
Key Details
- Transaction date: 2026-03-10; sale price: $41.00; sale proceeds: $1,070,339,440.
- Sale quantity: 26,105,840 shares (detailed in footnote as transfers from multiple Carlyle-managed holdcos).
- Other disposition: 2,113,483 shares distributed pro‑rata for no consideration to a limited partner (subject to lock‑up).
- Shares held after these actions (select Carlyle entities, per filing): Carlyle Mozart Coinvestment Holdings, L.P. ~14.01M; CP Circle ML‑3 Holdco, L.P. ~50.72M (other related entities retain additional holdings).
- Notable footnotes: sale aggregated across multiple Carlyle holdcos (see F1); distribution described in F5 and F6 and limited partner is bound by a lock-up.
- Filing: Form 4 filed 2026-03-12 for 2026-03-10 transactions (appears timely — Form 4 is generally due within two business days).
Context
This was institutional selling by a Carlyle-managed group (a reported 10% owner), not an individual company executive — such disposals often reflect portfolio or liquidity actions rather than a manager-level signal about company fundamentals. The distribution to a limited partner was for no consideration and comes with contractual lock-up restrictions, which can limit immediate resale.
Insider Transaction Report
Form 4
Medline Inc.MDLN
CP Circle ML Holdco GP, LLC
10% Owner
Transactions
- Sale
Class A Common Stock
[F1][F2][F3][F4]2026-03-10$41.00/sh−26,105,840$1,070,339,440→ 127,567,724 total(indirect: See footnotes) - Other
Class A Common Stock
[F5][F2][F3][F6]2026-03-10−2,113,483→ 125,454,241 total(indirect: See footnotes)
Footnotes (6)
- [F1]Represents the following shares of the Issuer's Class A common stock ("Class A Common Stock") sold: (i) 2,020,349 shares of Class A Common Stock held by Carlyle Mozart Coinvestment UNLV Holdco, L.P., (ii) 2,014,853 shares of Class A Common Stock held by CP Circle UNLV Holdco, L.P., (iii) 109,901 shares of Class A Common Stock held by CPEP Circle Holdings L.P., (iv) 2,311,623 shares of Class A Common Stock held by CP Circle ML-7 Holdco, L.P., (v) 319,841 shares of Class A Common Stock held by CP Circle ML-6 Holdco, L.P., (vi) 867,032 shares of Class A Common Stock held by CP Circle ML-5 Holdco, L.P., (vii) 3,493,666 shares of Class A Common Stock held by CP Circle ML-4 Holdco, L.P., (viii) 7,650,365 shares of Class A Common Stock held by CP Circle ML-3 Holdco, L.P., (ix) 35,180 shares of Class A Common Stock held by CP Circle ML-2 Holdco, L.P. and (x) 7,283,030 shares of Class A Common Stock held by CP Circle ML-1 Holdco, L.P.
- [F2]The Carlyle Group Inc., a publicly traded company listed on Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities managed by TC Group VII S1, L.P. and CPEP GP, LLC, is the managing member of CG Subsidiary Holdings L.L.C., which is the managing member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the managing member of TC Group VII S1, L.L.C., which is the general partner of TC Group VII S1, L.P., which is the general partner of each of Carlyle Mozart Coinvestment Holdings, L.P., Carlyle Mozart Coinvestment UNLV Holdco, L.P. and CP Circle UNLV Holdco, L.P. CG Subsidiary Holdings L.L.C. is also the managing member of CPEP GP, LLC, which is the general partner of CPEP Circle Holdings L.P.
- [F3]The Carlyle Group Inc. is also the sole member of Carlyle Holdings II GP L.L.C., which is the managing member of Carlyle Holdings II L.L.C., which, with respect to the securities managed by TC Group VII, L.P., is the managing member of CG Subsidiary Holdings L.L.C., which is the general partner of TC Group Cayman Investment Holdings, L.P., which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the sole member of TC Group VII, L.L.C., which is the general partner of TC Group VII, L.P., which is the managing member of CP Circle ML Holdco GP, LLC, which is the general partner of each of CP Circle ML-7 Holdco, L.P., CP Circle ML-6 Holdco, L.P., CP Circle ML-5 Holdco, L.P., CP Circle ML-4 Holdco, L.P., CP Circle ML-3 Holdco, L.P. and CP Circle ML-2 Holdco, L.P. TC Group VII, L.P. is also the managing member of CP Circle ML-1 Holdco GP, LLC, which is the general partner of CP Circle ML-1 Holdco, L.P.
- [F4]Following the sales reported herein, reflects (i) 16,125,094 shares of Class A Common Stock held by Carlyle Mozart Coinvestment Holdings, L.P., (ii) 13,394,165 shares of Class A Common Stock held by Carlyle Mozart Coinvestment UNLV Holdco, L.P., (iii) 2,615 shares of Class A Common Stock held by CP Circle UNLV Holdco, L.P., (iv) 728,604 shares of Class A Common Stock held by CPEP Circle Holdings L.P., (v) 15,325,210 shares of Class A Common Stock held by CP Circle ML-7 Holdco, L.P., (vi) 2,120,434 shares of Class A Common Stock held by CP Circle ML-6 Holdco, L.P., (vii) 5,748,101 shares of Class A Common Stock held by CP Circle ML-5 Holdco, L.P., (viii) 23,161,715 shares of Class A Common Stock held by CP Circle ML-4 Holdco, L.P., (ix) 50,719,101 shares of Class A Common Stock held by CP Circle ML-3 Holdco, L.P., (x) 233,231 shares of Class A Common Stock held by CP Circle ML-2 Holdco, L.P. and (xi) 9,454 shares of Class A Common Stock held by CP Circle ML-1 Holdco, L.P.
- [F5]Represents a pro-rata distribution for no consideration by Carlyle Mozart Coinvestment Holdings, L.P. to its limited partner. Pursuant to the terms of a lock-up agreement, the limited partner is bound to certain restrictions on the shares distributed, as set forth therein.
- [F6]Following the distribution reported herein, reflects (i) 14,011,611 shares of Class A Common Stock held by Carlyle Mozart Coinvestment Holdings, L.P., (ii) 13,394,165 shares of Class A Common Stock held by Carlyle Mozart Coinvestment UNLV Holdco, L.P., (iii) 2,615 shares of Class A Common Stock held by CP Circle UNLV Holdco, L.P., (iv) 728,604 shares of Class A Common Stock held by CPEP Circle Holdings L.P., (v) 15,325,210 shares of Class A Common Stock held by CP Circle ML-7 Holdco, L.P., (vi) 2,120,434 shares of Class A Common Stock held by CP Circle ML-6 Holdco, L.P., (vii) 5,748,101 shares of Class A Common Stock held by CP Circle ML-5 Holdco, L.P., (viii) 23,161,715 shares of Class A Common Stock held by CP Circle ML-4 Holdco, L.P., (ix) 50,719,101 shares of Class A Common Stock held by CP Circle ML-3 Holdco, L.P., (x) 233,231 shares of Class A Common Stock held by CP Circle ML-2 Holdco, L.P. and (xi) 9,454 shares of Class A Common Stock held by CP Circle ML-1 Holdco, L.P.