SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GENERAL ATLANTIC, L.P.

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P

55 EAST 52ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Oak Street Health, Inc. [ OSH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/02/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Rule 10b5-1(c) Transaction Indication

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.001 per share	05/02/2023		J⁽¹⁾		61,384,475	D	$39⁽²⁾	0	I	See footnotes⁽³⁾⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

GENERAL ATLANTIC, L.P.

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P

55 EAST 52ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GENERAL ATLANTIC GENPAR, L.P.

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

General Atlantic Partners 93, L.P.

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

General Atlantic Partners 100, L.P.

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P.

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GAP COINVESTMENTS III, LLC

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P.

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GAP COINVESTMENTS IV, LLC

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P.

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GAP Coinvestments V, LLC

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P.

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GAP Coinvestments CDA, L.P.

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P.

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

General Atlantic (SPV) GP, LLC

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P.

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

General Atlantic (OSH) Interholdco, L.P.

(Last)

(First)

(Middle)

C/O GENERAL ATLANTIC SERVICE CO., L.P.

55 EAST 53ND STREET, 33RD FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

Explanation of Responses:

1. On May 2, 2023, CVS Pharmacy, Inc. (?Parent?) acquired Oak Street Health, Inc. (?Oak Street Health? or the "Issuer") pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, Parent, Halo Merger Sub Corp. (?Merger Sub?), a direct wholly owned subsidiary of Parent, and, for the limited purposes set forth therein, CVS Health Corporation, dated as of February 7, 2023 (the ?Merger Agreement?). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the ?Merger?), with the Issuer surviving such merger as a wholly owned subsidiary of Parent.

2. Pursuant to the terms of the Merger Agreement, each outstanding share of common stock, par value $0.001 per share, of the Issuer, issued and outstanding immediately prior to the effective time of the Merger (other than such shares (i) held by Oak Street Health as treasury stock as of immediately prior to the effective time, (ii) owned by Parent or any of its subsidiaries (including Merger Sub) as of immediately prior to the effective time, (iii) owned by stockholders who have properly exercised appraisal rights under Delaware law and (iv) subject to outstanding Oak Street Health restricted stock awards), was automatically cancelled and converted into the right to receive $39.00 per share in cash, without interest.

3. Reflects securities held directly by General Atlantic (OSH) Interholdco, L.P. (?GA Interholdco?) following the closing of the Merger. General Atlantic Partners 93, L.P., a Delaware limited partnership ("GAP 93"), General Atlantic Partners 100, L.P., a Delaware limited partnership ("GAP 100"), GAP Coinvestments CDA, L.P., a Delaware limited partnership ("GAPCO CDA"), GAP Coinvestments III, LLC, a Delaware limited liability company ("GAPCO III"), GAP Coinvestments IV, LLC, a Delaware limited liability company ("GAPCO IV"), and GAP Coinvestments V, LLC, a Delaware limited liability company (cont?d in FN 4).

4. (cont?d from FN 3) ("GAPCO V" and, together with GAP 93, GAP 100, GAPCO CDA, GAPCO III and GAPCO IV, the "GA Funds") are the limited partners of GA Interholdco. General Atlantic GenPar, L.P. ("GA GenPar") is the general partner of GAP 93 and GAP 100. General Atlantic (SPV) GP, LLC ("GA SPV") is the general partner of GA Interholdco. General Atlantic, L.P. ("GA LP") is the general partner of GA GenPar and GAPCO CDA, the managing member of GAPCO III, GAPCO IV and GAPCO V, and the sole member of GA SPV. There are nine members of the management committee of GA LP (the "GA Management Committee"). Each of the members of the GA Management Committee disclaims ownership of the shares except to the extent he or she has a pecuniary interest therein.

Remarks:

GA Interholdco, GAP 93, GAP 100, GAPCO CDA, GAPCO III, GAPCO IV, GAPCO V, GA GenPar, GA SPV and GA LLC may be deemed to be members of a "group" for the purposes of the Securities Exchange Act of 1934. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the reporting person. This report shall not be deemed an admission that the reporting persons are a member of a group or the beneficial owner of any securities not directly owned by the reporting person. Each of the reporting persons is a director-by-deputization solely for purposes of Section 16 of the Exchange Act.

	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	/s/ Michael Gosk	05/02/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

SEC Form 4 filed by General Atlantic, L.P.