ProPhase Labs, Inc. — Director's Dealing 2012

May 18, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ProPhase Labs, Inc. (PRPH)
CIK: 0000868278
Period of Report: 2012-05-15

Reporting Person: Karkus Ted William (Director, CEO & Chariman, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-15	Common Stock, par value $0.0005	P	141388	$0.98	Acquired	1511186	Direct
2012-05-17	Common Stock, par value $0.0005	P	103402	$1.05	Acquired	1614588	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.95 to $1.05, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F2: Includes 80,915 shares that vest on June 30, 2012.

F3: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.03 to $1.06, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.