TC Group VII S1, L.L.C. - 18 Dec 2025 Form 4 Insider Report for Medline Inc. (MDLN)

Reporting relationship: 10%+ Owner
Issuer ticker: MDLN
Reported as of: 18 Dec 2025
Net transaction value: -$554,953,657
SEC form: 4
Accepted by SEC: 22 Dec 2025, 16:30:31 UTC
Prior SEC filing: 17 Dec 2025
Source filing: View source filing
Reporting owner signature: TC Group VII S1, L.L.C., By: TC Group Sub L.P., its managing member, TC Group, L.L.C., its general partner, /s/ Anne Frederick, Managing Director

Key filing fact

TC Group VII S1, L.L.C. filed Form 4 for Medline Inc. (MDLN) on 22 Dec 2025.

Key facts

This page summarizes TC Group VII S1, L.L.C.'s Form 4 filing for Medline Inc. (MDLN).
5 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 22 Dec 2025, 16:30.

Change

Previous filing in this sequence was filed on 17 Dec 2025.
Current net transaction value: -$554,953,657.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (7)

CIK 0001772672 Primary reporting owner

TC Group VII S1, L.L.C.

Relationship: 10%+ Owner
Address: C/O THE CARLYLE GROUP INC., 1001 PENNSYLVANIA AVE. NW SUITE 220 S, WASHINGTON,
Signature: TC Group VII S1, L.L.C., By: TC Group Sub L.P., its managing member, TC Group, L.L.C., its general partner, /s/ Anne Frederick, Managing Director
Signature date: 22 Dec 2025

CIK 0001772631

TC Group VII S1, L.P.

Relationship: 10%+ Owner
Address: C/O THE CARLYLE GROUP INC., 1001 PENNSYLVANIA AVE. NW SUITE 220 S, WASHINGTON,
Signature: TC Group VII S1, L.P., By: TC Group VII S1, L.L.C., its general partner, TC Group Sub L.P., its managing member, TC Group, L.L.C., its general partner, /s/ Anne Frederick, Managing Director
Signature date: 22 Dec 2025

CIK 0002091280

TC Group VIII, L.L.C.

Relationship: 10%+ Owner
Address: C/O THE CARLYLE GROUP INC., 1001 PENNSYLVANIA AVE. NW SUITE 220 S, WASHINGTON,
Signature: TC Group VIII, L.L.C., By: CG Subsidiary Holdings L.L.C., its sole member, /s/ Anne Frederick, Managing Director
Signature date: 22 Dec 2025

CIK 0002092095

TC Group VIII, L.P.

Relationship: 10%+ Owner
Address: C/O THE CARLYLE GROUP INC., 1001 PENNSYLVANIA AVE. NW SUITE 220 S, WASHINGTON,
Signature: TC Group VIII, L.P., By: TC Group VIII, L.L.C., its general partner, CG Subsidiary Holdings L.L.C., its sole member, /s/ Anne Frederick, Managing Director
Signature date: 22 Dec 2025

CIK 0002091290

TC Group VII Lux GP, S.a.r.l.

Relationship: 10%+ Owner
Address: C/O THE CARLYLE GROUP 2,, AVENUE CHARLES DE GAULLE,, LUXEMBOURG,, LUXEMBOURG
Signature: TC Group VII Lux GP, S.a r.l., By: TC Group Sub L.P., its managing member, TC Group, L.L.C., its general partner, /s/ Anne Frederick, Managing Director
Signature date: 22 Dec 2025

CIK 0002091295

TC Group VIII Lux GP, S.a.r.l.

Relationship: 10%+ Owner
Address: 9, RUE DE BITBOURG,, LUXEMBOURG,, LUXEMBOURG
Signature: TC Group VIII Lux GP, S.a r.l., By: CG Subsidiary Holdings L.L.C., its manager, /s/ Anne Frederick, Managing Director
Signature date: 22 Dec 2025

CIK 0002100740

CPEP GP, LLC

Relationship: 10%+ Owner
Address: C/O THE CARLYLE GROUP INC., 1001 PENNSYLVANIA AVE. NW SUITE 220 S, WASHINGTON,
Signature: CPEP GP, LLC, By: CG Subsidiary Holdings L.L.C., its manager, /s/ Anne Frederick, Managing Director
Signature date: 22 Dec 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

MDLN transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares: +6,815,617
Change %: +4.3%
Price
Shares after: 165,061,257
Date: 18 Dec 2025
Ownership: See footnotes
Footnotes: F1, F2, F3, F4

MDLN transaction

Class B Common Stock

Other

Transaction value
Shares: -6,815,617
Change %: -8.8%
Price
Shares after: 70,927,355
Date: 18 Dec 2025
Ownership: See footnotes
Footnotes: F3, F4, F5

MDLN transaction

Class A Common Stock

Sale

Transaction value: $554,953,657
Shares: -19,136,333
Change %: -12%
Price: $29.00
Shares after: 145,924,924
Date: 18 Dec 2025
Ownership: See footnotes
Footnotes: F3, F4, F6

MDLN transaction

Class A Common Stock

Other

Transaction value
Shares: -1,549,243
Change %: -1.1%
Price
Shares after: 144,375,681
Date: 18 Dec 2025
Ownership: See footnotes
Footnotes: F3, F4, F7, F8

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

MDLN transaction Derivative

Common Units of Medline Holdings, LP

Conversion of derivative security

Transaction value: $0
Shares: -6,815,617
Change %: -8.8%
Price: $0.000000
Shares after: 70,927,355
Date: 18 Dec 2025
Ownership: See footnotes
Underlying class: Class A Common Stock
Underlying amount: 6,815,617
Exercise price
Footnotes: F1, F2, F3, F4, F8

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 8 footnotes

Footnote F1

Represents an exchange of common units of Medline Holdings, LP ("Common Units") to an equivalent number of shares of the Issuer's Class A common stock ("Class A Common Stock") held by CP Circle Holdings, L.P.

Footnote F2

Pursuant to the terms of an exchange agreement, dated as of December 16, 2025, holders have the right to exchange their Common Units for shares of 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.

Footnote F3

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 reported herein, 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., CP VII Circle Holdings, L.P., CP VII Circle Holdings - A, L.P. and CP Circle Holdings, L.P. and the Delaware general partner of CP VII Circle AIF Holdings, S.C.Sp.

Footnote F4

CG Subsidiary Holdings L.L.C. is also the sole member of TC Group VIII, L.L.C., which is the general partner of TC Group VIII, L.P., which is the Delaware general partner of CP VIII Circle AIF Holdings, S.C.Sp. and the general partner of CP VIII Circle Holdings, L.P. TC Group Sub L.P. is also the general partner of TC Group VII Lux GP, S.a r.l., which is the Luxembourg general partner of CP VII Circle AIF Holdings, S.C.Sp. CG Subsidiary Holdings L.L.C. is also the sole shareholder of TC Group VIII Lux GP, S.a r.l., which is the Luxembourg general partner of CP VIII Circle AIF Holdings, S.C.Sp., and the managing member of CPEP GP, LLC, which is the general partner of CPEP Circle Holdings L.P.

Footnote F5

Represents a cancellation of shares of the Issuer's Class B common stock ("Class B Common Stock") held by CP Circle Holdings, L.P. as a result of an exchange of an equivalent number of Common Units to shares of Class A Common Stock. Shares of 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 an exchange of Common Units for shares of Class A Common Stock, an equivalent number of shares of Class B Common Stock held by such holder will be automatically cancelled.

Footnote F6

Represents the following shares of Class A Common Stock sold: (i) 3,175,460 shares by Carlyle Mozart Coinvestment Holdings, L.P., (ii) 234,453 shares by CP VII Circle AIF Holdings, S.C.Sp., (iii) 5,607,937 shares by CP VII Circle Holdings, L.P., (iv) 25,788 shares of Class A Common Stock held by CP VII Circle Holdings - A, L.P., (v) 635,559 shares by CP VIII Circle AIF Holdings, S.C.Sp., (vi) 2,560,958 shares by CP VIII Circle Holdings, L.P., (vii) 80,561 shares by CPEP Circle Holdings L.P. and (viii) 6,815,617 shares by CP Circle Holdings, L.P.

Footnote F7

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.

Footnote F8

Following the transactions reported in this Form 4, includes (i) 49,176,441 shares of Class A Common Stock held by Carlyle Mozart Coinvestment Holdings, L.P., (ii) 2,440,275 shares of Class A Common Stock held by CP VII Circle AIF Holdings, S.C.Sp., (iii) 58,369,466 shares of Class A Common Stock held by CP VII Circle Holdings, L.P., (iv) 268,411 shares of Class A Common Stock held by CP VII Circle Holdings - A, L.P., (v) 6,615,133 shares of Class A Common Stock held by CP VIII Circle AIF Holdings, S.C.Sp., (vi) 26,655,381 shares of Class A Common Stock held by CP VIII Circle Holdings, L.P., (vii) 838,505 shares of Class A Common Stock held by CPEP Circle Holdings L.P. and (viii) 12,069 shares of Class A Common Stock and 70,927,355 Common Units and shares of Class B Common Stock held by CP Circle Holdings, L.P.

SEC remarks

Due to the limitations of the electronic filing system, The Carlyle Group Inc., Carlyle Holdings I GP Inc., Carlyle Holdings I GP Sub L.L.C., Carlyle Holdings I L.P., CG Subsidiary Holdings L.L.C., TC Group, L.L.C., TC Group Sub L.P., Carlyle Mozart Coinvestment Holdings, L.P., CP VII Circle AIF Holdings, S.C.Sp., CP VII Circle Holdings, L.P., CP VII Circle Holdings - A, L.P., CP VIII Circle AIF Holdings, S.C.Sp., CP VIII Circle Holdings, L.P., CPEP Circle Holdings L.P. and CP Circle Holdings, L.P. are filing a separate Form 4.