Surgery Partners (SGRY) Proxy filing summary

Executive summary

• Signed an agreement with HealthSpan Partners for it to acquire the business; the transaction is expected to close in Q1 2027, subject to required approvals.

• Following closing, operations are expected to continue under the existing name, brand and identity, with headquarters in Brentwood, Tennessee.

• Management cited a stronger balance sheet, greater scale and resources, and expanded opportunities in outpatient surgery as expected benefits; the business would operate privately after closing.

Voting matters and shareholder proposals

• A shareholder vote is expected as a step in the closing process; voting details will be provided in due course.

• Bain Capital agreed to vote all its shares in favor of the transaction and roll over its existing equity interests at closing.

• A proxy statement and Schedule 13E-3 are expected to describe the transaction; stockholders were urged to review them and related filings before voting.

Board of directors and corporate governance

• Directors, executive officers and employees may be deemed participants in the proxy solicitation; their interests in the transaction are expected to be described in the proxy statement and Schedule 13E-3.