AdaptHealth (AHCO) Form 4 AdaptHealth / RICHARD A BARASCH 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^*

BARASCH RICHARD A

(Last) (First) (Middle)

C/O ADAPTHEALTH HOLDING CORPORATION

780 THIRD AVENUE, 37TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AdaptHealth Corp. [ AHCO ]

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)
11/08/2019

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	11/08/2019		J(1)		2,373,152	D	$0.0(1)	3,672,500	I	See Footnote(2)

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
Private Placement Warrant	$11.5	11/08/2019		J(1)			1,690,000	12/08/2019	11/08/2024	Common Stock	1,690,000	$0.0(1)	2,643,333	I	See Footnote(2)

Explanation of Responses:

1. Pursuant to the Amended and Restated Assignment Letter Agreement dated October 15, 2019, by and among Deerfield/RAB Ventures, LLC (the "Sponsor"), DFB Healthcare Acquisitions Corp. ("DFB") and AdaptHealth Holdings, LLC ("AdaptHealth"), the Sponsor transferred and assigned 2,373,152 of its founder shares of DFB and 1,690,000 warrants to purchase shares of DFB's Class A Common Stock held by the Sponsor to certain members and employees of AdaptHealth, for no consideration.

2. The shares are held directly by Deerfield/RAB Ventures, LLC and indirectly by Deerfield Private Design Fund IV, L.P., as member of Deerfield/RAB Ventures, LLC, Richard Barasch, as member and manager of Deerfield/RAB Ventures, LLC, and Steven Hochberg, as manager of Deerfield/RAB Ventures, LLC. Each of Deerfield Private Design Fund IV, L.P. and Messrs. Barasch and Hochberg disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.

	/s/ Alan I. Annex, Attorney-in-Fact	11/13/2019
	** 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).
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