Guardian Pharmacy Services, Inc 8-K, filed Sep 10, 2026
Guardian Pharmacy Services, Inc. (GRDN)
About this 8-K
Guardian Pharmacy Services, Inc filed this 8-K on September 10, 2026.
Items reported
- Item 8.01: Other events
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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CURRENT REPORT
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| Item 8.01 | Other Events. |
Common Stock Lock-Up Agreements with Certain Holders
Effective September 10, 2026, Guardian Pharmacy Services, Inc. (the “Company”) entered into lock-up agreements with its founders, executive officers and certain other employees (the “Lock-Up Holders”) who hold shares of the Company’s Class A common stock.
Giving effect to the upcoming issuance of 13,521,396 shares of Class A common stock on September 27, 2026 upon the automatic conversion of the final tranche of shares of Class B common stock that were issued in the Company’s reorganization in September 2024, approximately 29.9 million shares of Class A common stock held by the Lock-Up Holders will be subject to the lock-up agreements. Those shares represent approximately 81% of the approximately 37 million shares of Class A common stock (after giving effect to the upcoming conversion) that will be held by all of the Company’s founders, executive officers and other employees who held shares of the Company’s common stock prior to its initial public offering.
Pursuant to the lock-up agreements, and subject to limited exceptions, the Lock-Up Holders have agreed not to offer, sell, distribute or otherwise dispose of or transfer any of the approximately 29.9 million shares of Class A common stock that are subject to those agreements, without the prior consent of the Company, during the period from the date of the agreement through September 14, 2027.
Following the upcoming conversion and issuance of the 13,521,396 shares of Class A common stock on September 27, 2026, the Company will have 63,320,300 shares of Class A common stock outstanding.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Guardian Pharmacy Services, Inc. | ||||||
| September 10, 2026 | By: | /s/ Douglas Towns | ||||
| Name: | Douglas Towns | |||||
| Title: | Senior Vice President, General Counsel and Senior Compliance Officer | |||||