ProPhase Labs SC 13D/A Amendment Filed

TL;DR

ProPhase Labs (PRPH) filed a 13D/A amendment, check ownership changes.

AI Summary

On March 19, 2024, ProPhase Labs, Inc. filed an amendment (No. 22) to its Schedule 13D. This filing relates to the common stock of ProPhase Labs, Inc. The filing was made by Karkus Ted William, with Reed Smith LLP acting as the authorized contact. The date of the event requiring this filing was March 17, 2024.

Why It Matters

This filing indicates a change or update in the beneficial ownership of ProPhase Labs, Inc. by a significant holder, which could signal shifts in control or strategy.

Risk Assessment

Risk Level: medium — Schedule 13D filings often relate to significant ownership changes or activist investor activity, which can introduce volatility.

Key Players & Entities

• ProPhase Labs, Inc. (company) — Subject Company
• Karkus Ted William (person) — Filing Person
• Reed Smith LLP (company) — Authorized Contact
• Herbert Kozlov, Esq. (person) — Authorized Contact Representative
• Michael S. Lee, Esq. (person) — Authorized Contact Representative

FAQ

Key Financial Figures

• $0.0005 — me of Issuer) Common Stock, par value $0.0005 per share (Title of Class of Securiti
• $6.00 — ompany”), at an exercise price of $6.00 per share, pursuant to a stock option a

Filing Documents

• form13da.htm (SC 13D/A) — 46KB
• 0001493152-24-010473.txt ( ) — 47KB

From the Filing

SC 13D/A 1 form13da.htm UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (AMENDMENT NO. 22) ProPhase Labs, Inc. (Name of Issuer) Common Stock, par value $0.0005 per share (Title of Class of Securities) 74345W 10 8 (CUSIP Number) Herbert Kozlov, Esq. Michael S. Lee, Esq. Reed Smith LLP 599 Lexington Avenue New York, New York 10022 (212) 521-5400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 17, 2024 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. CUSIP No: 74345W 10 8 1. NAME OF REPORTING PERSON: Ted Karkus 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions): (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (See Instructions) PF 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e): 6. CITIZENSHIP OR PLACE OF ORGANIZATION United NUMBER OF 7. SOLE VOTING POWER 3,533,750 (1) SHARES BENEFICIALLY 8. SHARED VOTING POWER 150,000 (2) OWNED BY EACH 9. SOLE DISPOSITIVE POWER 3,533,750 REPORTING PERSON WITH 10. SHARED DISPOSITIVE POWER 150,000 (2) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,683,750 shares of common stock 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.3% (3) 14. TYPE OF REPORTING PERSON (See Instructions) IN (1) Includes 100,000 shares of common stock issuable to the Reporting Person upon the exercise of stock options, which are vested and exercisable within the next 60 days. (2) These 150,000 shares are held by the Reporting Person’s son, who resides with him, for which he may be deemed the beneficial owner. (3) Based on 18,045,029 shares of common stock outstanding on November 6, 2023, plus 100,000 shares of Common Stock issuable to the Reporting Person upon the exercise of stock options, which are vested and exercisable within the next 60 days. Introductory Note: This Amendment No. 22 amends and supplements the Statement on Schedule 13D filed by Ted Karkus (the “Reporting Person”) on April 27, 2011 (the “Original Schedule 13D”, as amended and supplemented by Amendment No. 1 to the Schedule 13D filed on November 15, 2011, Amendment No. 2 to the Schedule 13D filed on December 14, 2011, Amendment No. 3 to the Schedule 13D filed on May 18, 2012, Amendment No. 4 to the Schedule 13D filed on September 19, 2014, Amendment No. 5 to the Schedule 13D filed on May 27, 2015, Amendment No. 6 to the Schedule 13D filed on June 8, 2015, Amendment No. 7 to the Schedule 13D filed on January 6, 2017, Amendment No. 8 to the Schedule 13D filed on May 3, 2017, Amendment No. 9 to the Schedule 13D filed on October 3, 2017, Amendment No. 10 to the Schedule 13D filed on December 26, 2017, Amendment No. 11 to the Schedule 13D filed on February 26, 2018, Amendment No. 12 to the Schedule 13D filed on March 30, 2020, Amendment No. 13 to the Schedule 13D filed on August 17, 2020, Amendment No. 14 to the Schedule 13D filed on May 10, 2021 , Amendment No. 15 to the Schedule 13D filed on May 26, 2022, Amendment No. 16 to the Schedule 13D filed on August 11, 2022, Amendment No. 17 to the Schedule 13D filed on October 18, 2022, Amendment No. 18, to the Schedule 13D filed on January 17, 2023, Amendment No. 19 to the Schedule 13D filed on February 2, 2023, Amendment No. 20 to the Schedule 13D filed on April 4, 2023, Amendment No. 21 to the Schedule 13D filed on April 5, 2023, and together with this Amendment No. 22, the “Schedule 13D”) to the extent specifically set forth below. Except as otherwise indicated, capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Schedule 13D. Item 4. Purpose of Transaction. Item 4 of the Schedule 13D is hereby amended by inserting the following: On March 17, 2024 (the “Grant Date”), the Reporting Person was granted an option to purchase 400,000 shares of common stock, par value $0.0005 per share, of ProPhase Labs, Inc. (the “Company”), at an exercise price of $6.00 per share, pursuant to a stock option award agreement (the “Award Agreement”) issued under the Company’s 2022 Equity Compensation Plan. The stock option award will vest in four equal annual installments, with 25% of such award vesting and becoming exercisable on the Grant Date with the remainder vesting and becoming exercisable in equal annual installments over the next three years, and shall expire seven years from the Grant Date. The above summary of the stock option award granted to

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