Filing Details

Accession Number:
0001104659-20-140193
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-12-29 17:07:54
Reporting Period:
2020-12-24
Accepted Time:
2020-12-29 17:07:54
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1014739 Option Care Health Inc. OPCH Services-Home Health Care Services (8082) 050489664
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1245970 P Timothy Sullivan C/o Madison Dearborn Partners, Llc
70 W Madison Street, Suite 4600
Chicago IL 60602
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, Par Value $0.0001 Disposition 2020-12-24 7,048,357 $0.00 114,865,391 No 4 J Indirect See footnotes
Common Stock, Par Value $0.0001 Disposition 2020-12-29 600,000 $15.00 114,265,391 No 4 S Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 J Indirect See footnotes
No 4 S Indirect See footnotes
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, Par Value $0.0001 32,690 Direct
Footnotes
  1. Timothy P. Sullivan disclaims beneficial ownership of the shares of Common Stock except to the extent of his pecuniary interest therein.
  2. Represents the forfeiture of shares of common stock issued to HC Group Holdings I, LLC ("HC I") in conjunction with the Agreement and Plan of Merger, dated as of March 14, 2019, by and among Option Care Health, Inc. (the "Issuer"), HC Group Holdings II, Inc., HC I, HC Group Holdings III, Inc., Beta Sub, Inc. and Beta Sub, LLC, to prevent dilution related to the vesting of certain outstanding unvested restricted stock units of the Issuer held by Home Solutions, Inc. The shares were forfeited to the Issuer for cancellation on December 24, 2020 as a result of the non-satisfaction of the vesting criteria in respect of such restricted stock units.
  3. Consists of 114,865,391 shares of common stock held by HC I.
  4. MDP HC Holdings, LLC ("MDP HC") is the controlling equityholder of HC I. Madison Dearborn Capital Partners VI-A, L.P. ("MDCP VI-A") is a controlling equityholder and Manager of MDP HC. Madison Dearborn Partners VI-A&C, L.P. ("MDP VI-A&C") is the general partner of MDCP VI-A. Madison Dearborn Partners, LLC ("MDP LLC") is the general partner of MDP VI-A&C. Ms. Betten and Timothy P. Sullivan are Managing Directors of MDP LLC, limited partners of MDP VI-A&C, serve on the board of managers of HC I and serve on the board of directors of Option Care Health, Inc. Paul J. Finnegan and Samuel M. Mencoff are the sole members of a limited partner committee that (by majority vote) controls investment decisions of shares held directly by MDCP VI-A, and may be deemed to control the disposition of shares of Common Stock held directly by HC I.
  5. (Continued from Footnote 4) By virtue of the relationships described in this footnote, Ms. Betten and Messrs. Sullivan, Finnegan and Mencoff may be deemed to exercise voting and dispositive power with respect to the shares of Common Stock held by HC I. Each of Mr. Finnegan, Mr. Mencoff, Mr. Sullivan, Ms. Betten, MDP LLC, MDP VI-A&C, MDCP VI-A and MDP HC disclaims beneficial ownership of the shares of Common Stock owned by HC I except to the extent of its pecuniary interest therein.
  6. The per share sale price reported in this Form 4 does not reflect reduction for underwriting discounts.
  7. Consists of 114,265,391 shares of common stock held by HC I.