0001104659-20-140193.txt : 20201229 0001104659-20-140193.hdr.sgml : 20201229 20201229170754 ACCESSION NUMBER: 0001104659-20-140193 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201224 FILED AS OF DATE: 20201229 DATE AS OF CHANGE: 20201229 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SULLIVAN TIMOTHY P CENTRAL INDEX KEY: 0001245970 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11993 FILM NUMBER: 201423179 MAIL ADDRESS: STREET 1: THREE FIRST NATIONAL PLZ STREET 2: SUITE 3800 CITY: CHICAGO STATE: IL ZIP: 60602 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Option Care Health, Inc. CENTRAL INDEX KEY: 0001014739 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 050489664 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1600 BROADWAY STREET 2: SUITE 700 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 720 697 5200 MAIL ADDRESS: STREET 1: 1600 BROADWAY STREET 2: SUITE 700 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: BioScrip, Inc. DATE OF NAME CHANGE: 20050314 FORMER COMPANY: FORMER CONFORMED NAME: MIM CORP DATE OF NAME CHANGE: 19960516 4 1 a4.xml 4 X0306 4 2020-12-24 0 0001014739 Option Care Health, Inc. OPCH 0001245970 SULLIVAN TIMOTHY P C/O MADISON DEARBORN PARTNERS, LLC 70 W MADISON STREET, SUITE 4600 CHICAGO IL 60602 1 0 1 0 Common Stock, par value $0.0001 32690 D Common Stock, par value $0.0001 2020-12-24 4 J 0 7048357 D 114865391 I See footnotes Common Stock, par value $0.0001 2020-12-29 4 S 0 600000 15 D 114265391 I See footnotes Timothy P. Sullivan disclaims beneficial ownership of the shares of Common Stock except to the extent of his pecuniary interest therein. 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. Consists of 114,865,391 shares of common stock held by HC I. 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. (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. The per share sale price reported in this Form 4 does not reflect reduction for underwriting discounts. Consists of 114,265,391 shares of common stock held by HC I. /s/ Annie Terry, by power of attorney 2020-12-29