Form 4 for GRDN Guardian Pharmacy Services, Inc.

Accepted 2024-10-01 00:00:00 ET · period of report 2024-09-27 · accession 0000950170-24-110997 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
D	2024-10-01	2024-09-27	GRDN	Salentine Thomas J Jr	Dir	P - Purchase	$14.00	+35.7K	35.7K	New	+$500.0K
DI	2024-10-01	2024-09-27	GRDN	Salentine Thomas J Jr	Dir	A - Grant	—	+24.40M	24.40M	New	—

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Class A Common Stock	2024-09-27	P	A	35,714	$14.00	35,714	D	—	—	(F1) Represents shares purchased pursuant to a directed share program in connection with the Issuer's initial public offering.
2	Derivative	Class B Common Stock	2024-09-27	A	A	24,400,702	—	24,400,702	I By Bindley Capital Partners I, LLC	— · — to —	24,400,702 Class A Common Stock	(F2) Represents shares of Class B common stock issued pursuant to the Agreement and Plan of Merger, dated as of September 27, 2024 (the "Merger Agreement"), by and among Guardian Pharmacy Services, Inc. (the "Issuer"), Guardian Merger Corp., a wholly owned subsidiary of the Issuer ("Merger Sub"), and Guardian Pharmacy, LLC, providing for the merger of Merger Sub with and into Guardian Pharmacy, LLC. As a result of the merger and pursuant to the Merger Agreement, each issued and outstanding common unit of Guardian Pharmacy, LLC (other than common units held by Guardian Investor, Inc.) was converted into one share of Class B common stock and the right to receive $1.02 in cash. The shares of Class B common stock issued will automatically convert into shares of Class A common stock on a one-for-one basis in four equal tranches on each of March 28, 2025, September 27, 2025, March 28, 2026 and September 27, 2026.