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Guardian Pharmacy Services, Inc.

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

GRDN$47.02+10.9%Stored close · as of Nov 9, 2026

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ITEM 5. Other Information

Common Stock Lock-Up Agreements with Certain Holders

As previously disclosed, effective September 10, 2026, 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. Pursuant to the lock-up agreements, and subject to certain permitted dispositions, the Lock-up Holders agreed not to sell or transfer any of the shares of Class A common stock held by them without the prior consent of the Company through September 14, 2027. The permitted dispositions under the lock-up agreements include that the Lock-up Holders may sell specified limited percentages of the total number of shares of Class A common stock held by them pursuant to qualified Rule 10b5-1 trading plans. The sales contemplated by the Rule 10b5-1 trading plans described below fall within such permitted dispositions. After giving effect to the shares that may be sold under the Rule 10b5-1 trading plans, approximately 29.9 million shares of Class A common stock held by the lock-up holders remain locked-up through September 14, 2027.

Rule 10b5-1 Plans

During the three months ended September 30, 2026, none of the Company’s directors and officers adopted, modified, orterminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, except as noted below.

On August 18, 2026, David Martin, Senior Vice President, Technology, Data & Senior Security Officer, adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 20,000 shares of Class A common stock, set to expire on November 30, 2027.

On August 24, 2026, Will Mudd, Chief Financial Officer, adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 18,500 shares of Class A common stock, set to expire on August 23, 2027.

On September 9, 2026, Rich Eakins, Senior Vice President, Sales, adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 25,000 shares of Class A common stock, set to expire on November 30, 2027.

On September 10, 2026, Robert Weir, Senior Vice President, Operations & Regulatory Support, adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 18,758 shares of Class A common stock, set to expire on December 31, 2027.

On September 12, 2026, each of Cardinal Equity Fund, L.P. and Pharmacy Investors, LLC (collectively, “Cardinal”), adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 64,000 and 193,000 shares of Class A common stock, respectively, set to expire on September 30, 2027. John Ackerman, adirector of the Company, has an indirect pecuniary interest in the shares held by Cardinal.

On September 14, 2026, Fred Burke, President and Chief Executive Officer, adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 171,900 shares of Class A common stock, set to expire on September 30, 2027.

On September 14, 2026, Bindley Capital Partners I, LLC (“Bindley Capital”), adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 833,483 shares of Class A common stock, set to expire on September 30, 2027. William Bindley and Thomas Salentine, Jr., directors of the Company, each have an indirect pecuniary interest in the shares held by Bindley Capital.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.