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OPKO Health Inc.

Regulatory Filings Jul 28, 2024

6963_rns_2024-07-28_340a51a6-78ec-4fc5-8ca9-7c9e367ce6c4.pdf

Regulatory Filings

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FORM 4 OMB APPROVAL
Instruction 1(b).
defense conditions of Rule 10b5-1(c). See
Instruction 10.
(Print or Type Responses)
Check this box if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue. See
Check this box to indicate that a transaction was
made pursuant to a contract, instruction or written
plan for the purchase or sale of equity securities of
the issuer that is intended to satisfy the affirmative
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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 Number:
Estimated average burden hours per
response
3235-0287
0.5
1. Name and Address of Reporting Person *
Gary J. Nabel, M.D., Ph.D.
2. Issuer Name and Ticker or Trading Symbol
OPKO Health, Inc. [ OPK ]
5. Relationship of Reporting Person(s) to Issuer
__ X __ Director
(Check all applicable)
_____ 10% Owner
Gary J. Nabel, M.D., Ph.D.
(Last)
OPKO Health, Inc.
4400 Biscayne Blvd.
(First) (Middle) 3. Date of Earliest Transaction (Month/Day/Year)
07/24/2024
__ X __ Director
_ 10% Owner
X __ Officer (give title below)
_____ Other (specify below)
Chief Innovation Officer
(Street)
Miami, FL 33137
4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)

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:
7. Nature
of Indirect
Beneficial
Code V Amount (A) or (D) Price Direct (D)
or Indirect
(I)
(Instr. 4)
Ownership
(Instr. 4)
Common Stock (1) 07/24/2024 A 437,500 A \$ 0 700,579 D
Common Stock 351,442 I See
Footnote
(2)
Common Stock 220,689 I By Spouse
(3)
Common Stock 19,912,459 I See
Footnote
(4)
Common Stock \$ 19,912,459 I See
Footnote
(5)

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
Underlying Securities
(Instr. 3 and 4)
8. Price of
Derivative
Security
(Instr. 5)
9. Number
10.
of
Derivative
Securities
Beneficially
Ownership
Form of
Derivative
Security:
11. Nature
of Indirect
Beneficial
Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or
Number of Shares
Owned
Following
Reported
Transaction
(s)
(Instr. 4)
Direct (D)
or Indirect
(I)
(Instr. 4)

Explanation of Responses:

  • 1. Each restricted stock unit represents a contingent right to receive one share of OPKO common stock upon the vesting of the award. The restricted stock units vest 50% on the second anniversary of the grant date, then 25% on each of the following two years.
  • 2. Shares held by the Nabel Family Investments LLC, of which the Reporting Person is the manager with sole investment power and has an approximately 48% interest through the parent trust, the 2009 Nabel Family Children's Trust of which the Reporting Person has sole control, and sole investment power. The Reporting Per disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be dee admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
  • 3. Shares held by the Elizabeth G. Nabel ROTH Contributory IRA. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
  • 4. Shares held by the GJN 2021 TRUST for the benefit of the Reporting Person's spouse and descendants, and for which the Reporting Person's spouse serves as co-trustee together with an independent trustee. The Reporting Person's spouse and the independent trustee serve as investment advisors of the trust. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
  • 5. Shares held by the EGN 2021 TRUST for the benefit of the Reporting Person and his descendants, and for which an independent trustee has been appointed. The Reporting Person and the independent trustee serve as investment advisors of the trust. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Steven D. Rubin, Attorney-in-Fact 07/26/2024

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.

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