BrightSpring Health Services, Inc.
For the period ended Apr 10, 2026. Filed Apr 10, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Apr 10, 2026 · Filed Apr 10, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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Payment of Filing Fee (Check all boxes that apply):
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| ☐ | Fee paid previously with preliminary materials |
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April 10, 2026
BRIGHTSPRING HEALTH SERVICES, INC.
805 N. Whittington Parkway
Louisville, KY 40222
Dear Stockholder:
Please join us for BrightSpring Health Services, Inc.’s Annual Meeting of Stockholders on Thursday, May 21, 2026, at 1:00 p.m. Eastern Time. The Annual Meeting will be held in a virtual meeting format only and will be conducted via live audio webcast. You will be able to attend the Annual Meeting online, vote your shares electronically and submit your questions during the Annual Meeting via a live audio webcast by visiting www.proxydocs.com/BTSG.
Attached to this letter is a Notice of Annual Meeting of Stockholders and Proxy Statement, which describe the business to be conducted at the meeting. The Notice of Internet Availability of this Proxy Statement and Annual Report and the proxy card are first being sent to stockholders on or about April 10, 2026. We urge you to read the accompanying materials regarding the matters to be voted on at the meeting and to submit your voting instructions by proxy.
At the Annual Meeting, you will be asked to:
Elect three (3) Class II directors, to serve until our 2029 Annual Meeting of Stockholders;
Ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2026; and
Approve, on an advisory, non-binding basis, the compensation of our named executive officers.
Whether or not you plan to attend the meeting, your vote is important to us. You may vote your shares by proxy on the Internet, by telephone or by completing, signing and promptly returning a proxy card prior to the Annual Meeting, or you may vote via the Internet at the Annual Meeting. We encourage you to vote by Internet, by telephone or by proxy card in advance even if you plan to attend the Annual Meeting. By doing so, you will ensure that your shares are represented and voted at the Annual Meeting.
Thank you for your continued support of BrightSpring Health Services, Inc.
Sincerely,
/s/ Jon Rousseau
Jon Rousseau
President and Chief Executive Officer and Chairman of the Board of Directors
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
| TIME | 1:00 p.m., Eastern Time, on Thursday, May 21, 2026. | |
|---|---|---|
| VIRTUAL LOCATION | You can attend the Annual Meeting online and submit your questions during the Annual Meeting by visiting www.proxydocs.com/BTSG. You can vote your shares electronically by visiting www.proxypush.com/BTSG. You will need to have your 12-Digit Control Number included on your proxy card or the instructions that accompanied your proxy materials in order to join the Annual Meeting. | |
| ITEMS OF BUSINESS | 1.To elect the Class II director nominees listed in the Proxy Statement. | |
| 2.To ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2026. | ||
| 3.To hold an advisory vote on the compensation of our named executive officers. | ||
| 4.To consider such other business as may properly come before the Annual Meeting and any adjournments or postponements thereof. | ||
| RECORD DATE | You may vote at the Annual Meeting if you were a stockholder of record at the close of business on March 30, 2026. | |
| VOTING BY PROXY | To ensure your shares are voted, you may vote your shares over the Internet, by telephone or by completing, signing and mailing the proxy card prior to the Annual Meeting. Voting procedures are described on the following page and on the proxy card. | |
| By Order of the Board of Directors, | ||
| /s/ Jennifer Phipps | ||
| Jennifer Phipps | ||
Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on Thursday, May 21, 2026: This Proxy Statement and our Annual Report are available free of charge at www.proxydocs.com/BTSG. Stockholders will not otherwise receive a paper copy or email copy of Proxy Materials. A complete list of our stockholders will be open to the examination of any stockholder for a period of 10 days prior to the Annual Meeting for a purpose germane to the meeting by sending an email to the Corporate Secretary at CorporateSecretary@brightspringhealth.com, stating the purpose of the request and providing proof of ownership of Company stock. The list of these stockholders will also be available on the portal to enter the Annual Meeting, and stockholders will receive an access code to view the list with their unique link to access the Annual Meeting.
PROXY VOTING METHODS
If you were a stockholder of record at the close of business on March 30, 2026, you may vote your shares (i) over the Internet, by telephone or by mail in advance of the Annual Meeting or (ii) over the Internet at the Annual Meeting. You may also revoke your proxies at the times and in the manners described in the General Information section of this Proxy Statement. For shares held through a broker, bank or other nominee, you may submit voting instructions to your broker, bank or other nominee. Please refer to information from your broker, bank or other nominee on how to submit voting instructions.
If you are a stockholder of record, your Internet, telephone or mail vote must be received by 11:59 p.m., Eastern Time, on May 20, 2026 to be counted. If you hold shares through a broker, bank or other nominee, please refer to information from your broker, bank or nominee for voting instructions.
To vote by proxy if you are a stockholder of record:
BY INTERNET
Go to the websitewww.proxypush.com/BTSG and follow the instructions, 24 hours a day, seven days a week.
You will need the 12-digit number included on your proxy card to obtain your records and to create an electronic voting instruction form.
BY TELEPHONE
From a touch-tone telephone, dial 1-855-601-5118 and follow the recorded instructions, 24 hours a day, seven days a week.
You will need the 12-digit number included on your proxy card in order to vote by telephone.
BY MAIL
Mark your selections on the proxy card.
Date and sign your name exactly as it appears on your proxy card.
Mail the proxy card in the enclosed postage-paid envelope provided to you.
YOUR VOTE IS IMPORTANT TO US. THANK YOU FOR VOTING.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.