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OPKO Health Inc.

Major Shareholding Notification Apr 6, 2025

6963_rns_2025-04-05_5963e630-2bc8-4fe1-b9df-3c2743caeff5.pdf

Major Shareholding Notification

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SCHEDULE 13D

CUSIP No.

68375N103

1 Name of reporting person
FROST PHILLIP MD ET AL
Check the appropriate box if a member of a Group (See Instructions)
2 M
(a)
1
(b)
3 SEC use only
4 Source of funds (See Instructions)
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
5 1
Citizenship or place of organization
6 UNITED STATES
Sole Voting Power
Numbe
r of
7 249,547,576.00
Shares
Benefic
Shared Voting Power
ially
Owned
8 2,851,830.00
by
Each
Sole Dispositive Power
Reporti
ng
9 249,547,576.00
Person
With:
Shared Dispositive Power
10 2,851,830.00
Aggregate amount beneficially owned by each reporting person
11 252,399,406.00
Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
12 1
Percent of class represented by amount in Row (11)
13 31.7 %
Type of Reporting Person (See Instructions)

Comment (1) Includes (i) 3,068,951 shares of Common Stock held individually by Dr. Frost; (ii) for Type 30,127,177 shares of Common Stock held by the Frost Nevada Investments Trust, which is of controlled by Dr. Frost as sole trustee; (iii) options to acquire 2,600,000 shares of Common Reportion of Dr. Foot as oble tithin 60 days; (iv) 213,751,488 shares of Common Stock Person, Inner are oxerolouble which is controlled by Dr. Frost as sole trusting on (v) 2,851,830 shares of Common Stock held by the Phillip and Patricia Frost Philanthropic Foundation, Inc., which is controlled by Dr. Frost and his wife. Dr. Frost's ownership position excludes restricted stock units that give him a contingent right to receive up to 500,000 shares of Common Stock.

(2) Calculated based on (i) 793,051,553 shares outstanding as of April 3, 2025, as communicated by the Issuer to the Reporting Person; and (ii) options to acquire 2,600,000 shares of Common Stock, which are exercisable within 60 days.

SCHEDULE 13D

CUSIP No.

68375N103

1 Name of reporting person
Frost Gamma Investments Trust
Check the appropriate box if a member of a Group (See Instructions)
2 D
(a)
1
(b)
3 SEC use only
Source of funds (See Instructions)
4 WC, OO
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
5 17
Citizenship or place of organization
6 FLORIDA
Numbe
r of
7 Sole Voting Power
Shares
Benefic
213,751,448.00
ially
Owned
8 Shared Voting Power
by
Each
Reporti
ng
9 Sole Dispositive Power
213,751,448.00

https://www.onlineforms.edgarfiling.sec.gov/submitSC13DForm.html?action=print

Person
With:
10 Shared Dispositive Power
11 Aggregate amount beneficially owned by each reporting person
213,751,448.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
17
13 Percent of class represented by amount in Row (11)
27.0 %
14 Type of Reporting Person (See Instructions)
00

Comment for Type of (1) Calculated based on (i) 793,051,553 shares outstanding as of April 3,
Reporting Person:

SCHEDULE 13D

CUSIP No.

68375N103

1 Name of reporting person
Frost Nevada Investments Trust
Check the appropriate box if a member of a Group (See Instructions)
2 D
(a)
1
(b)
3 SEC use only
Source of funds (See Instructions)
4 00, WC
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
5 L
6 Citizenship or place of organization
FLORIDA
Numbe
r of
7 Sole Voting Power
Shares
Benefic
30,127,177.00
ially
Owned
bv
Each
Reporti
ng
Person
With:
8 Shared Voting Power
9 Sole Dispositive Power
30,127,177.00
10 Shared Dispositive Power
11 Aggregate amount beneficially owned by each reporting person
30,127,177.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
17
13 Percent of class represented by amount in Row (11)
3.8 %
14 Type of Reporting Person (See Instructions)
00

Comment for Type of Calculated based on 793,051,553 shares outstanding as of April 3, 2025, as Reporting Person: communicated by the Issuer to the Reporting Person.

SCHEDULE 13D

ltem Security and Issuer

  • 1.
  • Title of Class of Securities: (a)

Common Stock, par value \$0.01 per share

Name of Issuer: (b)

OPKO HEALTH, INC.

(c)

4400 BISCAYNE BLVD., MIAMI, FLORIDA , 33137.

ltem 1 This Amendment") amends and supplements the statement on Comment: Schedule 13D filed on February 15, 2007, as amended by Amendment No. 1 to the Schedule 13D filed on April 6, 2007, as amended by Amendment No. 2 to the Schedule 13D filed on August 2, 2007, as amended by Amendment No. 3 to the Schedule 13D filed on February 14, 2008, as amended by Amendment No. 4 to Schedule 13D filed on August 21, 2008, as amended by Amendment No. 5 to the Schedule 13D filed on February 26, 2009, as amended by Amendment No. 6 to the Schedule 13D filed on March 19, 2009, as amended by Amendment No. 7 to the Schedule 13D filed on October 1, 2009, as amended by Amendment No. 8 to the Schedule 13D filed on March 28, 2011, as amended by Amendment No. 9 to the Schedule 13D filed on October 24, 2011, as amended by Amendment No. 10 to the Schedule 13D filed on October 11, 2012, as amended by Amendment No. 11 to the Schedule 13D filed on March 21, 2013, as amended by Amendment No. 12 to the Schedule 13D filed on September 16, 2013,

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4 O Issuer's outstanding shares of Common Stock, based upon 793,051,553 shares of Common Stock outstanding as of April 3, 2025 as communicated by the issuer to the Reporting Person. Dr. Frost is the sole trustee of Gamma Trust and holds sole voting and dispositive power with respect to 213,751,448 shares of Common Stock.

Frost Nevada directly beneficially owns 30,127,177 shares of Common Stock. The 30,127,177 total shares of Common Stock beneficially owned by Frost Nevada constitute approximately 3.8% of the Issuer's outstanding shares of Common Stock, based upon 793,051,553 shares of Common Stock outstanding as of April 3, 2025 as communicated by the Reporting Person. Dr. Frost is the sole trustee of Frost Nevada and holds sole voting and dispositive power with respect to 30,127,177 shares of Common Stock.

Dr. Frost, as the sole trustee of Gamma Trust, may be deemed to beneficially own the 213,751,448 shares of Common Stock beneficially owned by Gamma Trust. Dr. Frost, as the sole trustee of Frost Nevada, may be deemed to beneficially own the 30,127,177 shares of Common Stock beneficially owned by Frost Nevada. In addition, the Philip and Patricia Frost Philanthropic Foundation, Inc., which is controlled by Dr. Frost and his wife, owns 2,851,830 shares of Common Stock. Dr. Frost individually owns 3,068,951 shares of Common Stock options to acquire 2,600,000 shares of Common Stock, which are exercisable within 60 days of the date hereof, and has sole voting and dispositive power over each. The 252,399,406 shares of Common Stock beneficially owned by Dr. Frost constitute approximately 31.7% of the Issuer's outstanding shares of Common Stock, based upon (i) 793,051,553 shares of Common Stock outstanding as of April 3, 2025 as communicated by the Issuer to the Reporting Person; and (ii) options to acquire 2,600,000 shares of Common Stock, which are exercisable within 60 days of the date hereof. Dr. Frost, as sole trustee of Gamma Trust, has sole voting and dispositive power over 213,751,448 shares of Common Stock. Dr. Frost, as sole trustee of Frost Nevada, has sole voting and dispositive power over 30,127,177 shares of Common Stock. Dr. Frost has shared voting and dispositive power with respect to 2,851,830 shares of Common Stock owned by the Philip and Patricia Frost Philanthropic Foundation, Inc. Dr. Frost's ownership position excludes restricted stock units that give him a contingent right to receive up to 500,000 shares of Common Stock, which will not begin to vest until July, 2026.

(c) effected any transactions in the shares of Common Stock.

In the last 60 days prior to the filing of this Amendment No. 26, Gamma Trust acquired a total of 517,434 shares of Common Stock on the open market at prices ranging from \$1.645 to \$1.745 per share for an aggregate purchase price of approximately \$882,360.00, as set forth below:

Date Shares of Common Stock Aggregate Purchase Price Weighted Average Price
Per Share
February 28, 2025 67.434 115,312.14
March 17, 2025 200.000 ਟੇ 347,813.39 1.7391
March 28, 2025 150.000 254,389.13 1.6959
April 1, 2025 100,000 164,845.35 1.6485

(d) Except as described herein, no other person is known by any Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any shares of the Issuer beneficially owned by them.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

FROST PHILLIP MD ET AL

Signature: /s/ Phillip Frost, M.D.
Name/Title: Phillip Frost, M.D., Individually
Date: 04/03/2025

Frost Gamma Investments Trust

Signature: Name/Title: Phillip Frost, M.D. / Sole Trustee Date: 04/03/2025

Frost Nevada Investments Trust

Signature: /s/ Phillip Frost, M.D.
Name/Title: Phillip Frost, M.D. / Sole Trustee
Date: 04/03/2025

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