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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Apollo Medical Holdings, Inc. [ AMEH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/03/2022 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 03/03/2022 | G | V | 200,000 | D | $0 | 799,855(1) | I | By the Thomas and Jeanette Lam 2002 Family Trust | |
| Common Stock | 09/27/2022 | G | V | 383,764 | D | $0 | 0(2) | I | By grantor retained annuity trust | |
| Common Stock | 09/27/2022 | G | V | 383,764 | D | $0 | 0(3) | I | By wife | |
| Common Stock | 191,827 | D | ||||||||
| Common Stock | 11,175,702(4) | I | By Allied Physicians of California, A Professional Medical Corporation | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 Thomas and Jeanette Lam 2002 Family Trust U/A dated 09/06/2002 (the Family Trust). 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. On September 17, 2020, the Reporting Person contributed 564,691 shares of AMEH common stock to a grantor retained annuity trust (the TL GRAT) for the benefit of himself and his children. On September 27, 2021 45,836 shares were distributed from the TL GRAT to the Family Trust in satisfaction of an annuity obligation. On September 22, 2022, 135,090 shares were distributed from the TL GRAT to the Family Trust in satisfaction of an annuity obligation. Upon termination of the trust on September 27, 2022, the remaining 383,764 shares were transferred to the children of the Reporting Person. The 180,926 shares previously distributed to the Family Trust will continue to be reported as indirectly owned by the Reporting Person. |
| 3. On September 17, 2020, the spouse of the Reporting Person contributed 564, 691 shares of AMEH common stock to a grantor retained annuity trust (the JL GRAT) for the benefit of herself and her children. On September 27, 2021 45,836 shares were distributed from the JL GRAT to the Family Trust in satisfaction of an annuity obligation. On September 22, 2022, 135,090 shares were distributed from the JL GRAT to the Family Trust in satisfaction of an annuity obligation. Upon termination of the trust on September 27, 2022, the remaining 383,764 shares were transferred to the children of the Reporting Person. The 180,926 shares previously distributed to the Family Trust will continue to be reported as indirectly owned by the Reporting Person. |
| 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. |
| /s/ Thomas S. Lam | 12/02/2022 | |
| ** 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. | ||