ProPhase Labs Files 8-K on Dec 28 Event; Leadership/Comp Changes Possible

TL;DR

**ProPhase Labs filed an 8-K about a Dec 28 event, likely involving executive changes or compensation.**

AI Summary

ProPhase Labs, Inc. filed an 8-K on January 4, 2024, reporting an event that occurred on December 28, 2023. This filing is a standard current report under the Securities Exchange Act of 1934, indicating potential changes in directors, officers, or their compensation arrangements, or other material events requiring disclosure. For investors, this matters because changes in leadership or executive compensation can signal shifts in company strategy, financial health, or governance, which could impact future stock performance.

Why It Matters

This filing signals potential changes in ProPhase Labs' leadership or executive compensation, which can influence investor confidence and the company's strategic direction. Such changes often precede shifts in operational focus or financial performance.

Risk Assessment

Risk Level: medium — The filing indicates potential changes in leadership or compensation, which can introduce uncertainty but also opportunities, making the risk level moderate.

Analyst Insight

A smart investor would monitor subsequent filings or company announcements for specific details regarding the 'Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers' to understand the implications for ProPhase Labs' future strategy and stability.

Key Players & Entities

• ProPhase Labs, Inc. (company) — the registrant filing the 8-K
• December 28, 2023 (date) — date of the earliest event reported in the 8-K
• January 4, 2024 (date) — date the 8-K was filed
• Delaware (company) — state of incorporation for ProPhase Labs, Inc.
• 000-21617 (company) — Commission File Number for ProPhase Labs, Inc.
• 23-2577138 (company) — I.R.S. Employer Identification No. for ProPhase Labs, Inc.
• 711 Stewart Avenue, Suite 200 Garden City, New York 11530 (company) — address of principal executive offices for ProPhase Labs, Inc.
• (215) 345-0919 (company) — telephone number for ProPhase Labs, Inc.

FAQ

Key Financial Figures

• $0.0005 — ch Registered Common Stock, par value $0.0005 PRPH Nasdaq Capital Market Indic
• $350,000 — perating Officer of the Company will be $350,000. He will also be entitled to a sign-on
• $80,000 — led to a sign-on bonus in the amount of $80,000. In addition, as an inducement to his e
• $6.00 — common stock, with an exercise price of $6.00 per share and will be exercisable for a

Filing Documents

• form8-k.htm (8-K) — 56KB
• ex10-1.htm (EX-10.1) — 31KB
• ex99-1.htm (EX-99.1) — 20KB
• ex10-1_001.jpg (GRAPHIC) — 6KB
• ex99-1_001.jpg (GRAPHIC) — 8KB
• 0001493152-24-000578.txt ( ) — 310KB
• prph-20231228.xsd (EX-101.SCH) — 3KB
• prph-20231228_lab.xml (EX-101.LAB) — 33KB
• prph-20231228_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 3KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2023 PROPHASE LABS, INC. (Exact name of registrant as specified in its charter) Delaware 000-21617 23-2577138 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 711 Stewart Avenue , Suite 200 G arden 11530 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (215) 345-0919 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions ( see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities Registered Pursuant to Section 12(b) of the Exchange Act: Title of Each Class Trading Symbol Name of Each Exchange on Which Registered Common Stock, par value $0.0005 PRPH Nasdaq Capital Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Chief Operating Officer On January 4, 2024, ProPhase Labs, Inc. (the "Company") announced that Jed A. Latkin has been appointed to serve as Chief Operating Officer of the Company, effective on January 1, 2024. Jed A. Latkin served as a director and Chief Executive Officer of Navidea Biopharmaceuticals, Inc. ("Navidea") from October 2018 until October 2021 and as Chief Operating Officer and Chief Financial Officer of Navidea from May 2017 to October 2018. Mr. Latkin also served as Interim Chief Operating Officer of Navidea from April 2016 to April 2017. Mr. Latkin has more than twenty eight years of experience in the financial industry supporting many investments in major markets. including biotechnology and pharmaceuticals. He most recently was employed by Nagel Avenue Capital, LLC since 2010, and in that capacity he provided contracted services as a Turnaround Specialist for numerous companies and asset management firms. Mr. Latkin was responsible for a large diversified portfolio of asset-based investments in varying industries, including product manufacturing, agriculture, energy, and healthcare. In connection with this role, he served as Chief Executive Officer of End of Life Petroleum Holdings, LLC and Black Elk Energy, LLC, Chief Financial Officer of Viper Powersports, Inc. and West Ventures, LLC, and Portfolio Manager of Precious Capital, LLC. Mr. Latkin previously served on the Board of Directors for Navidea from October 2018 until October 2021, CORAR from October 2018 until October 2021, Viper Powersports, Inc. from 2012 to 2013, and the Renewable Fuels Association and Buffalo Lake Advanced Biofuels. Mr. Latkin worked for over ten years in Investment Banking at Citigroup, Morgan Stanley, and Fleet Boston Robertson Stephens. He also spent five years as a Co-Portfolio Manager for ING Investment Management. Mr. Latkin earned a B.A. from Rutgers University and a M.B.A. from Columbia Business School. On December 28, 2023, Mr. Latkin accepted the Company's Offer and Terms of Employment (the "Latkin Offer Letter"), which provides that Mr. Latkin's annual base compensation in connection with his service as Chief Operating Officer of the Company will be $350,000. He will also be entitled to a sign-on bonus in the amount of $80,000. In addition, as an inducement to his employment as Chief Operating Officer of the Company, the Company granted Mr. Latkin stock options (the "Options") to purchase up to 500,000 shares of the Company's common stock, with an exercise price of $6.00 per share and will be exercisable for a period of seven years, pursuant to an inducement option award agreement to be entered into between the Company and Mr. Latkin. This award was made in accordance with the employment inducement award exempti

View Full Filing

View this 8-K filing on SEC EDGAR