Astrana Health (ASTH) Form 4 Apollo Medical / Kenneth T. Sim ownership change

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

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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^*

Sim Kenneth T.

(Last) (First) (Middle)

1668 S. GARFIELD AVE.

2ND FLOOR

(Street)

ALHAMBRA CA 91801

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Apollo Medical Holdings, Inc. [ AMEH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2023

4. If Amendment, Date of 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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/15/2023		A		30,000(5)	A	$0	321,859	D
Common Stock	12/15/2023		A		30,000(6)	A	$0	351,859	D
Common Stock	12/15/2023		A		30,000(7)	A	$0	381,859(8)	D
Common Stock								42,996(1)	I	By Kenneth T. Sim Pension Plan Trust
Common Stock								230,688(2)	I	By grantor retained annuity trust
Common Stock								520,117(3)	I	By Kenneth T & Simone S Sim Family Trust
Common Stock								7,132,698(4)	I	By Allied Physicians of California, A Professional Medical Corporation

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These securities are held by the Kenneth T. Sim Pension Plan Trust U.A. dated 12/18/2007. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

2. These securities are held by a grantor retained annuity trust for the benefit of the Reporting Person and his children. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

3. These securities are held by the Kenneth T & Simone S Sim Family Trust U/A dated 11/07/2013. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

4. These securities are beneficially owned by Allied Physicians of California, a Professional Medical Corporation, of which the Reporting Person is a director, officer and shareholder. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

5. Restricted shares of the Issuer's common stock granted pursuant to the Issuer's 2015 Equity Incentive Plan. Provided the Reporting Person is still employed with the Issuer on the date of vesting, the shares of restricted stock shall vest in four equal annual installments beginning on a date during the first quarter of 2025 to be determined by the compensation committee of the Issuer's board of directors.

6. Restricted shares of the Issuer's common stock granted pursuant to the Issuer's 2015 Equity Incentive Plan. Provided the Reporting Person is still employed with the Issuer on the date of vesting, and subject to the achievement of a pre-established performance goal, the shares of restricted stock shall vest in four equal annual installments, beginning on a date during the first quarter of 2025 to be determined by the compensation committee of the Issuer's board of directors.

7. Restricted shares of the Issuer's common stock granted pursuant to the Issuer's 2015 Equity Incentive Plan. Provided the Reporting Person is still employed with the Issuer on the date of vesting, and subject to the achievement of a pre-established performance goal, the shares of restricted stock shall, based on the date the performance goal is achieved, vest either (i) in four equal annual installments, beginning on a date during the first quarter of 2025 to be determined by the compensation committee of the Issuer's board of directors or (ii) three annual installments of 15,000, 7,500 and 7,500, respectively, beginning on a date during the first quarter of 2026 to be determined by the compensation committee.

8. Includes 111,748 shares of restricted stock, which will vest as follows (in each case subject to continuous employment with the Issuer): (i) 21,748 shares, which vest on November 2, 2024; (ii) 30,000 shares, which vest in four equal annual installments beginning in the first quarter of 2025; (iii) 30,000 shares, which will vest upon achievement of certain pre-established performance goals; and (iv) 30,000 shares, which will vest upon achievement of certain pre-established performance goals.

	/s/ Kenneth T. Sim	12/15/2023
	** Signature of Reporting Person	Date
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