HARROW, INC. — Director's Dealing 2023

Apr 5, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARROW HEALTH, INC. (HROW)
CIK: 0001360214
Period of Report: 2023-04-03

Reporting Person: BAUM MARK L (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-04-03	Common Stock	M	180000	$8.99	Acquired	1664962	Direct
2023-04-03	Common Stock	F	117633	$20.97	Disposed	1547329	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-04-03	Stock Option (Right to Buy)	$8.99	M	180000	Disposed	2023-05-02	Common Stock (180000)	Direct
2023-04-03	Restricted Stock Unit	$	A	762300	Acquired	2028-04-03	Common Stock (762300)	Direct

Footnotes

F1: Shares withheld to satisfy the exercise price and tax liability incident to the exercise of the stock option. Such withholding did not involve any market sales or other market transactions.

F2: The stock option was granted on May 2, 2013 under the Issuers 2007 Stock Incentive and Awards Plan and the shares subject to the stock option became exercisable over a 3 year period, according to a quarterly vesting schedule following its grant date. The stock option had an expiration date of May 2, 2023.

F3: Represents performance-based restricted stock units ("PSUs") granted under the Issuer's 2017 Stock Incentive and Awards Plan, as amended (the "Plan"). Each PSU represents a contingent right to receive one share of common stock of the Issuer upon vesting. The vesting of the PSUs (granted in lieu of service only stock option and restricted stock unit awards) require (i) a minimum of a two-year service period, and (ii) the achievement and maintenance of Harrow common stock price targets of $25 (causing the vesting of 108,900 PSU shares), $35 (causing the vesting of 163,350 PSU shares), $45 (causing the vesting of 217,800 PSU shares), $50 (causing the vesting of 272,250 PSU shares).