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- Controlled Company (new) — ORCP Group-controlled Sponsor Stockholders will hold ~26.5% of Class A common stock post-offering and retain the right to designate three directors, continuing to strongly influence business decisions potentially in conflict with other stockholders' interests.
Primo Brands (PRMB) selling stockholder offers 20M shares at $25.32; company repurchases $10M
Filed August 6, 2026 · ~1 min read
Key Changes
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Triton Water Equity Holdings, LP is selling 20 million shares at $25.32/share (Aug 5 NYSE close). Primo Brands receives ZERO proceeds—all sale proceeds go to the selling stockholder, not the company.
The Offering verify on EDGAR → -
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Concurrent with the offering, Primo is repurchasing $10 million of shares (~394,944 shares) from Triton at the public price minus underwriting fees. The repurchased shares will be retired, reducing shares outstanding.
The Offering verify on EDGAR → -
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After the offering and repurchase, ORCP Group-controlled Sponsor Stockholders will hold ~26.5% of Class A common stock (down from 26.9%), reducing their board designation rights from four to three directors and eliminating their consent rights over dividends >$175M annually and certain debt incurrence.
Risk Factors verify on EDGAR →
2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.
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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 27, 2026 · How we verify