BCPE Seminole Holdings LP → Surgery Partners, Inc. SGRY

Item 4 of the Initial Statement is hereby amended and supplemented by adding the following at the end of Item 4 of the Initial Statement: As disclosed by the Issuer in its Current Report on Form 8-K, filed with the Securities and Exchange Commission on October 26, 2026, on October 23, 2026 the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Spyglass Topco, LLC, a Delaware limited liability company ("Parent"), Spyglass Merger Subsidiary, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Subsidiary"), and, solely for the limited purposes set forth therein, Bon Secours Mercy Health, Inc., a Maryland nonstock, nonprofit corporation ("Guarantor"), pursuant to which Merger Subsidiary will merge (the "Merger") with and into the Issuer, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Surviving Corporation") on the terms and subject to the conditions set forth in the Merger Agreement. Concurrently with the execution and delivery of the Merger Agreement, and as a condition to the willingness of Parent, Merger Subsidiary and Guarantor to enter into the Merger Agreement, BCPE Seminole Holdings, LP, BCPE Seminole Holdings II Intermediate, LP, BCPE Seminole Holdings III, LP and BCPE Seminole Holdings IV, LP (collectively, the "Reinvestment Stockholders") entered into a Voting and Support Agreement (the "Support Agreement") with Parent and the Issuer. Under the Support Agreement, the Reinvestment Stockholders have agreed, among other things, to vote their shares of Common Stock in favor of the adoption of the Merger Agreement and certain other matters, subject to certain terms and conditions contained therein. In addition, under the Support Agreement, immediately prior to the closing of the Merger, the Reinvestment Stockholders will contribute to Parent (or a direct or indirect parent company thereof), directly or indirectly, all of their shares of Common Stock (such shares, the "Rollover Shares"), in exchange for equity interests in Parent. The Rollover Shares will not be entitled to receive the per share consideration in the Merger and will, by virtue of the Merger, be converted into shares of common stock of the Surviving Corporation such that the Rollover Shares represent the same percentage of the Surviving Corporation immediately following the effective time of the Merger as the Reinvestment Stockholders owned of the Issuer immediately prior to the effective time of the Merger. The foregoing description of the Support Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Support Agreement, a copy of which is filed as Exhibit 13 and is incorporated by reference herein.