Harrow Health (HROW) Form 4 HARROW HEALTH / Anthony Principi 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^*

Principi Anthony

(Last) (First) (Middle)

C/O HARROW HEALTH, INC.

102 WOODMONT BLVD., SUITE 610

(Street)

NASHVILLE TN 37205

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HARROW HEALTH, INC. [ HROW ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/28/2020

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	09/28/2020		M		93,798	A	$0	93,798	D

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
RSU(1)(2)	$0	09/28/2020		M			17,006	(1)(2)	(1)(2)	Common Stock	17,006	$0	17,006	D
RSU(1)(2)	$0	09/28/2020		M			9,715	(1)(2)	(1)(2)	Common Stock	9,715	$0	26,721	D
RSU(1)(2)	$0	09/28/2020		M			34,091	(1)(2)	(1)(2)	Common Stock	34,091	$0	60,812	D
RSU(1)(2)	$0	09/28/2020		M			15,723	(1)(2)	(1)(2)	Common Stock	15,723	$0	76,535	D
RSU(1)(2)	$0	09/28/2020		M			12,690	(1)(2)	(1)(2)	Common Stock	12,690	$0	89,225	D
RSU(1)(2)	$0	09/28/2020		M			4,573	(1)(2)	(1)(2)	Common Stock	4,573	$0	93,798	D

Explanation of Responses:

1. The Reporting Person was awarded Restricted Stock Units for his service as director of the Company that vested quarterly in equal installments over a one-year periods following the date of grant. The shares underlying such Restricted Stock Units were deferred to the Reporting Person until his resignation from the Company's board of directors.

2. The Restricted Stock Units were received as a compensatory award for no consideration.

	/s/ Anthony Principi	09/30/2020
	** 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).
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