---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-22-121217"
form_type: "8-K"
ticker: "SGRY"
cik: "0001638833"
company_name: "Surgery Partners, Inc."
filed_at: "2022-11-22T23:59:59+00:00"
generated_at: "2026-06-21T14:11:23.695188+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Surgery Partners launches public offering of 23.5M shares at $24.50 and $225M private placement to Bain Capital

## Summary
- Public offering of 23,469,388 shares at $24.50/share, with option for up to 3,520,408 additional shares.
- Concurrent private placement of $225 million (9,183,673 shares at $24.50/share) to Bain Capital affiliate.
- Public offering expected to close Nov 23, 2022; private placement expected within 30 days.
- Private placement is exempt from registration under Section 4(a)(2) and Rule 506(b).
- Shares issued to Bain Capital will be subject to restrictive legend; registration rights agreement to be amended.

## SEC filing metadata
- accession: 0001104659-22-121217
- form_type: 8-K
- ticker: SGRY
- cik: 0001638833
- company_name: Surgery Partners, Inc.
- filed_at: 2022-11-22T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1638833/000110465922121217/0001104659-22-121217-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1638833/000110465922121217/tm2230583d4_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-22-121217
- JSON: https://secwatch.observer/filing/0001104659-22-121217.json
- Plain text: https://secwatch.observer/filing/0001104659-22-121217.txt

## Key facts
- Material Agreements
  Surgery Partners, Inc. entered into Purchase Agreement with an affiliate of its controlling shareholder ("Bain Capital") valued at $225 million (effective 2022-11-21).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: an affiliate of its controlling shareholder ("Bain Capital")
  - Value: $225 million
  - Effective: 2022-11-21
  source text: In connection with the Public Offering, the Company undertook a concurrent private placement (the “ Private Placement ”) of $225 million of its common stock to an affiliate of its controlling shareholder (“ Bain Capital ”). In connection with the Private Placement, the Company and Bain Capital entered into a stock purchase agreement (the “ Purchase Agreement ”) pursuant to which the Company has agreed to sell and issue to Bain Capital, up to an aggregate of 9,183,673 shares of the Company’s common stock.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1638833/000110465922121217/0001104659-22-121217-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.