ProPhase Labs Files 10-K/A Amendment for Fiscal Year Ended December 31, 2023

TL;DR

<b>ProPhase Labs, Inc. has filed an amended 10-K report for the fiscal year ending December 31, 2023, confirming its reporting compliance.</b>

AI Summary

ProPhase Labs, Inc. (PRPH) filed a Amended Annual Report (10-K/A) with the SEC on April 29, 2024. ProPhase Labs, Inc. filed a 10-K/A amendment for the fiscal year ending December 31, 2023. The company is incorporated in Delaware and its IRS Employer Identification No. is 23-2577138. Its principal executive offices are located at 711 Stewart Avenue, Suite 200, Garden City, New York, 11530. ProPhase Labs' common stock trades under the symbol PRPH on the Nasdaq Capital Market. The company has confirmed it has filed all required reports for the preceding 12 months and has been subject to filing requirements for the past 90 days.

Why It Matters

For investors and stakeholders tracking ProPhase Labs, Inc., this filing contains several important signals. This filing is an amendment to the previous 10-K, indicating potential corrections or additions to the original report that investors should review. The confirmation of filing compliance and submission of interactive data files suggests the company is meeting its regulatory obligations, which is crucial for investor confidence.

Risk Assessment

Risk Level: low — ProPhase Labs, Inc. shows low risk based on this filing. The filing is a 10-K/A, which is an amendment to a previous filing. While it confirms compliance, the need for an amendment suggests there might have been an oversight or error in the original filing that requires correction.

Analyst Insight

Investors should review the specific changes made in this 10-K/A filing to understand any updated information or disclosures from ProPhase Labs.

Key Numbers

• 20231231 — Fiscal Year End (Conformed period of report)
• 20240429 — Filing Date (Date the 10-K/A was filed)
• 000-21617 — Commission File Number (SEC file number for ProPhase Labs, Inc.)

Key Players & Entities

• ProPhase Labs, Inc. (company) — Filer name
• PRPH (company) — Trading Symbol
• Nasdaq Capital Market (company) — Exchange where PRPH is registered
• Delaware (company) — State of incorporation
• 23-2577138 (company) — IRS Employer Identification No.
• 711 Stewart Avenue, Suite 200, Garden City, New York, 11530 (company) — Principal executive offices address

FAQ

Industry Context

ProPhase Labs, Inc. operates within the pharmaceutical preparations industry, focusing on the development and marketing of healthcare and pharmaceutical products.

Regulatory Implications

The filing is a Form 10-K/A, an amendment to the annual report required by the Securities Exchange Act of 1934, indicating adherence to SEC reporting regulations.

What Investors Should Do

1. Review the specific amendments made in the 10-K/A filing.
2. Verify the company's compliance status with SEC reporting requirements.
3. Note the company's primary exchange listing and trading symbol.

Year-Over-Year Comparison

This is an amended 10-K filing (10-K/A), indicating it supplements or corrects information previously submitted in the original 10-K for the fiscal year ended December 31, 2023.

Key Financial Figures

• $0.0005 — nge on which registered Common Stock, $0.0005 par value per share PRPH Nasdaq Ca
• $1.4 billion — as sold to GlaxoSmithKline plc for over $1.4 billion. Mr. Karkus has twenty-five years of ex
• $50 million — eded in selling the Cold-EEZE brand for $50 million to Mylan, a multibillion-dollar pharmac

Filing Documents

• form10-ka.htm (10-K/A) — 420KB
• ex31-1.htm (EX-31.1) — 18KB
• ex31-2.htm (EX-31.2) — 18KB
• form10-ka_001.jpg (GRAPHIC) — 27KB
• form10-ka_002.jpg (GRAPHIC) — 28KB
• 0001493152-24-017001.txt (&nbsp;) — 865KB
• prph-20231231.xsd (EX-101.SCH) — 3KB
• prph-20231231_lab.xml (EX-101.LAB) — 36KB
• prph-20231231_pre.xml (EX-101.PRE) — 24KB
• form10-ka_htm.xml (XML) — 8KB

Executive Compensation

Executive Compensation 10 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 21 Item 13. Certain Relationships and Related Transactions, and Director Independence 23 Item 14. Principal Accountant Fees and Services 24 PART IV Item 15. Exhibits and Financial Statement Schedules 25

Signatures

Signatures 28 2 Table of Contents PART III Item 10. Directors, Executive Officers and Corporate Governance Our Directors The following table and the paragraphs following the table set forth information regarding the current ages, positions, and business experience of our directors as of April 29, 2024. Name Position Age Initial Year in Office Ted Karkus Chairman of the Board and Chief Executive Officer 64 2009 Jason Barr Director 44 2015 Louis Gleckel, MD Director 68 2009 Warren Hirsch Director 66 2019 TED KARKUS has been the Chairman of the Board and the Chief Executive Officer of the Company since June 2009. Mr. Karkus was instrumental in assisting the turnaround of ID Biomedical, an influenza vaccine manufacturer, which in 2005 was sold to GlaxoSmithKline plc for over $1.4 billion. Mr. Karkus has twenty-five years of experience in securities and capital markets including two years with Fahnestock & Co. Inc., a full-service brokerage firm, where he was Senior Vice President, Director of Institutional Equities, and four years at S.G. Warburg, an investment bank, where he was an institutional equity salesman and developed a large network of institutional investors. Mr. Karkus graduated with an MBA from Columbia University Graduate School of Business in 1984 where he received Beta Gamma Sigma honors. He graduated Magna Cum Laude from Tufts University in 1981. Mr. Karkus brings extensive financial structuring as well as operational and marketing strategy experience to our Board, including successful restructuring and turn-around scenarios in the pharmaceutical industry. Among his accomplishments, in 2010/2011 he led the restructuring and streamlining of our operations, which resulted in improved sales and margins of our Cold-EEZE brand, and in 2017 succeeded in selling the Cold-EEZE brand for $50 million to Mylan, a multibillion-dollar pharmaceutical company. JASON M. BARR has been a member of our Board sinc

: Gender Identity

Part I: Gender Identity Directors 0 3 0 1

: Demographic Background

Part II: Demographic Background African American or Black 0 0 0 0 Alaskan Native or Native American 0 0 0 0 Asian 0 0 0 0 Hispanic or Latinx 0 0 0 0 Native Hawaiian or Pacific Islander 0 0 0 0 White 0 3 0 0 Two or More Races or Ethnicities 0 0 0 0 LGBTQ+ 0 Did Not Disclose Demographic Background 1 The Nominating Committee and the Board have historically taken an approach that neither favors nor disfavors any particular color, race, creed, or gender. The Board evaluates all candidates equally across all relevant factors and seeks members whose background, qualifications and skills will assist the Company in accomplishing its goals. The Board has engaged with stockholders on the topic of diversity. The Board and the Nominating Committee are committed to identifying and engaging a diverse field of director candidates when considering Board composition in the future. However, the Company does not currently plan on increasing the size of the Board and is not currently in the process of searching for new director candidates. When a vacancy on the Board arises, the Nominating Committee will actively identify qualified diverse candidates to include in the pool from which Board nominees are selected. Director Nominations from Stockholders The Nominating Committee will consider written proposals from stockholders for nominees for director. Any such nominations must be submitted to the Nominating Committee in accordance with Article 2.15 of the Company's Bylaws to the Secretary at the Company's principal executive office. For a stockholder to make any nomination of a person or persons for election to the Board at an annual meeting, the stockholder must provide timely notice and certain information about the stockholder and the nominee. to be timely, a stockholder's notice must be delivered to, or mailed and received at, the principal executive office of the company not less than 90 days nor more than 120 days prior to the o

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View this 10-K/A filing on SEC EDGAR