BrightSpring Health Services, Inc. Common Stock (BTSG) Form 4 BrightSpring Health Services / JON B ROUSSEAU ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ROUSSEAU JON B

(Last) (First) (Middle)

C/O BRIGHTSPRING HEALTH SERVICES, INC.

805 N. WHITTINGTON PARKWAY

(Street)

LOUISVILLE KY 40222

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BrightSpring Health Services, Inc. [ BTSG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/26/2024		A(1)		967,884	A	$0	969,831	D
Common Stock								351,363	I	By Rousseau Family Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to Buy)	$6.37	11/21/2023		D(2)			215,912	(3)	10/16/2029	Common Stock	215,912	$15.92	371,258	D
Stock Options (Right to Buy)	$6.37	11/21/2023		D(4)			412,195	(5)	10/16/2029	Common Stock	412,195	$15.92	534,676	I	By The Margaret Rousseau Children Trust
Stock Options (Right to Buy)	$22.29	11/22/2023		A		628,108		(6)	11/22/2033	Common Stock	628,108	$0.0	628,108	D
Stock Options (Right to Buy)	$6.37	01/25/2024		A		955,823		(7)	10/16/2029	Common Stock	955,823	$0.0	1,327,081	D
Stock Options (Right to Buy)	$13	01/25/2024		A(8)		320,086		(8)	01/25/2034	Common Stock	320,086	$0.0	320,086	D
Stock Options (Right to Buy)	$6.37							(5)	10/16/2029	Common Stock	377,602		377,602	I	By Rousseau Family Trust

Explanation of Responses:

1. On January 26, 2024 reporting person was granted restricted stock units ("RSUs") which vest in twelve equal quarterly installments commencing on April 25, 2024. Each RSU represents a contingent right to receive one share of common stock upon settlement.

2. A portion of the option was canceled by mutual agreement of the reporting person and Issuer. The reporting person received $3,437,500 as consideration for the cancellation. Such cancelled securities were not included on the Form 3 filed by the reporting person on January 26, 2024. Reflects a 15.7027-for-1 forward stock split of the Issuer's common stock, which became effective on January 25, 2024 (the "Stock Split"). Does not include unvested performance-based options which will be reported when earned upon achievement of certain performance criteria.

3. Options granted on October 16, 2019, of which, the remaining 46,803 unvested options will vest fully on March 5, 2024.

4. A portion of the option was canceled by mutual agreement of the Trust and Issuer. The Trust received $6,562,500 as consideration for the cancellation. Such cancelled securities were not originally included on the Form 3 filed by the reporting person on January 26, 2024. Reflects the Stock Split.

5. These options are fully vested.

6. Options acquired represent options originally granted on November 22, 2023 which vest one-third on May 22, 2024, and the remaining two-thirds to vest in equal monthly installments over the two years subsequent to the grant date. Such securities were originally included on the Form 3 filed by the reporting person on January 26, 2024. Reflects the Stock Split.

7. Options acquired represent options originally granted on October 16, 2019, which were previously subject to the achievement by the Issuer of performance vesting criteria and which were deemed vested on January 25, 2024, in connection with the pricing of the Issuer's initial public offering. Such securities were originally included on the Form 3 filed by the reporting person on January 26, 2024. The remaining 46,803 unvested options are subject to a time-based vesting schedule, which options shall fully vest on March 5, 2024. Reflects the Stock Split. Does not include unvested performance-based options which will be reported when earned upon achievement of certain performance criteria.

8. Options granted on January 25, 2024 which vest in twelve equal quarterly installments commencing on April 25, 2024. Such securities were originally included on the Form 3 filed by the reporting person on January 26, 2024.

Remarks:

Title: Chairman, President and Chief Executive Officer. The reporting person states that this filing shall not be an admission that the reporting person is the beneficial owner of any of the securities reported herein as indirectly owned, and the reporting person disclaims beneficial ownership of such securities except to the extent of the reporting person's pecuniary interest therein.

	/s/ Steven S. Reed, as Attorney-in-Fact	01/30/2024
	** Signature of Reporting Person	Date
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