Jennifer Yowler

About Jennifer Yowler

Jennifer Yowler, age 48, is President of PharMerica (BrightSpring’s Pharmacy Solutions segment), a role she has held since March 2022; she previously served as PharMerica’s CFO (June 2019–March 2022). She brings 20+ years in long‑term care and healthcare finance, including CFO at Partners Pharmacy (Oct 2015–Jun 2019), senior roles at Omnicare (Oct 2004–Sep 2015), and early career at PwC; she holds a B.S. in Business Administration/Accounting from Ohio University . Company performance in 2024 featured revenue +27.6% to $11.3B and Adjusted EBITDA up to $588M, with Pharmacy Solutions (her area) delivering revenue +34.2% to $8.8B and EBITDA +6.4% to $394.7M (+15.8% ex. $30M 2023 quality incentive), while 2024 TSR measured 154.82 from IPO registration date, underscoring strong alignment between equity-based pay and shareholder outcomes .

Past Roles

Performance Compensation

Company program context (BHS STIC – annual cash incentive for named executive officers) shows how performance pay is structured and funded; business‑unit leaders (e.g., Community Living, Hospice) use unit EBITDA/Revenue alongside a quality index. While Ms. Yowler’s specific scorecard is not disclosed, this framework illustrates the incentives that drive management decisions.

• 2024 STIC weightings and outcomes for NEOs: | Metric | Weight | Threshold → Target → Max Payout Curve | 2024 actual performance and payout factor | |---|---:|---|---:| | Adjusted EBITDA (Company) | 60% | 91% → 100% → 120% of target maps to 5% → 100% → 200% payout | $588.07M vs $548.40M target; 107.23% of target; 135.00% payout . | | Net Revenue (Company) | 15% | Same as above | $11,266.47M vs $10,314.17M target; 109.23% of target; 145.00% payout . | | Quality Index (non‑financial) | 25% | 50% → 100% → 200% payout at threshold/target/max | 102.78% achievement; 102.78% payout . |

• For business‑unit leaders, the framework uses unit EBITDA and revenue (e.g., Community Living, Hospice), plus the quality index; payout capped at 200% and plan gated by a minimum EBITDA trigger .

Equity Ownership & Alignment

Equity incentives (time‑based RSUs and stock options) are the primary alignment lever for Ms. Yowler; awards were granted around the IPO with multi‑year vesting, creating retention incentives and periodic vesting events that can drive Form 4 activity.

• 2024 Equity awards granted (IPO‑related): | Grant date (around IPO completion) | Equity type | Shares/options | Vesting schedule | Aggregate grant date FV | |---|---|---:|---|---:| | Jan 2024 (from IPO completion) | RSUs | 57,873 | Three equal annual installments from IPO completion, subject to continued employment | $900,000 (combined RSU+options) . | | Jan 2024 (from IPO completion) | Stock options | 21,004 | Three equal annual installments from IPO completion, subject to continued employment | Included in $900,000 total FV above . |

• Expected vesting cadence (per award terms): | Installment | Expected vest date | Amount vesting | |---|---|---| | 1 of 3 | ~Jan 2025 (one year from IPO completion) | One‑third of 57,873 RSUs; one‑third of 21,004 options (time‑based) . | | 2 of 3 | ~Jan 2026 | One‑third of original grants . | | 3 of 3 | ~Jan 2027 | One‑third of original grants . |

• Recent Form 4 filings (filing evidence of grant/vesting activity): | Filing date | Transaction date | Form | Notes | |---|---|---|---| | Jan 30, 2024 | Jan 26, 2024 | Form 4 | Initial IPO‑related RSU and option awards reported for Yowler (time‑based vesting) . | | Jan 28, 2025 | Jan 25, 2025 | Form 4 | First annual vesting event reflected (time‑based installment) . | | Mar 19, 2025 | Mar 17, 2025 | Form 4 | Additional equity activity reported (e.g., vest/tax withholding or award) . |

• Policies shaping alignment and risk:

  • Clawback: BrightSpring has adopted an incentive compensation clawback policy compliant with SEC/Nasdaq requirements .
  • Hedging/short sales: Insiders (including officers) are prohibited from short sales, options, collars, swaps, or other hedging instruments on company stock; policy restricts trading while in possession of MNPI .

Fixed Compensation

Not separately disclosed for Ms. Yowler in the 2025 DEF 14A; the Summary Compensation Table covers only named executive officers (CEO, CFO, and other NEOs), and Ms. Yowler is not listed among NEOs for 2024 .

Employment Terms

No individual employment agreement, severance, or change‑in‑control terms specific to Ms. Yowler are disclosed in the 2025 DEF 14A; company‑wide governance includes compensation committee oversight of stock ownership guidelines and clawback policy .

Performance & Segment Context (2024)

Compensation Structure Notes (for context)

Investment Implications

• Multi‑year vesting creates scheduled supply events: Ms. Yowler’s IPO‑related RSUs/options vest in three equal annual installments beginning ~Jan 2025 and continuing through ~Jan 2027, which typically results in periodic Form 4 activity for vest/withholding; monitor annual vest windows for potential flow impacts .
• Alignment skewed to time‑based equity: Awards disclosed for Ms. Yowler are time‑based RSUs and options (no PSUs disclosed), which align with retention and absolute share price appreciation; option leverage amplifies upside participation .
• Performance backdrop supportive: 2024 Pharmacy Solutions revenue and EBITDA growth, and strong company TSR, support pay‑for‑performance narratives that can sustain equity realizable value and reduce near‑term retention risk .
• Governance mitigants: Hedging/short‑sale prohibitions and a clawback policy reduce misalignment risk; no pledging ban is mentioned in the policy summary provided, so continue to monitor future proxies for any pledging disclosures or ownership guideline specifics .

Notes: Individual base salary, bonus targets, personal scorecard details, ownership as a % of outstanding, and any pledging or severance specifics for Ms. Yowler were not disclosed in the 2025 DEF 14A; equity award counts and vesting terms are taken from IPO‑related disclosures and subsequent Form 4s cited above .