PRPH · ProPhase Labs, Inc. · Insider Trading

Warrants issued upon increase in authorized shares being approved by shareholders. The Reporting Person loaned PRPH funds, with a contingency that a warrant to purchase 500,000 shares of the Issuer's common stock at an exercise price of $0.60 per share would be issued if and only if the company's shareholders approved an amendment to the Certificate of Incorporation increasing the authorized shares of common stock from 50,000,000 to 1,000,000,000. Shareholders approved the increase in the authorized shares on September 9, 2025. The Warrant is described in the Issuer's Current Report on Form 8-K/A filed June 26, 2025 (Item 1.01), which states the Warrant has a five-year term. The expiration date shown (09/09/2030) is a five-year term from the issuance date. The Warrant was issued as consideration in connection with a related-party loan agreement between the Issuer and the Reporting Person dated June 22, 2025. See Form 8-K/A filed June 26, 2025 for additional details.

Stock option granted as an inducement award. The option vests over a three-year period, with 25% vesting on the date of grant and 25% vesting on each of the next three anniversaries thereafter, subject to the Reporting Person's continued service through each vesting date.

Options shall vest and become exercisable in four equal installments, with 25% of such award vesting and becoming exercisable on each of September 30, 2025, December 31, 2025, March 31, 2026 and June 30, 2026 provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date.

Options shall vest and become exercisable in four equal installments, with 25% of such award vesting and becoming exercisable on each of September 30, 2025, December 31, 2025, March 31, 2026 and June 30, 2026 provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date.

Options shall vest and become exercisable in four equal installments, with 25% of such award vesting and becoming exercisable on each of September 30, 2024, December 31, 2024, March 31, 2025 and June 30, 2025 provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date.

Options shall vest and become exercisable in four equal installments, with 25% of such award vesting and becoming exercisable on each of September 30, 2024, December 31, 2024, March 31, 2025 and June 30, 2025 provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date.

This amended report on Form 4 is being filed to correct the information in Table II, Box 5 as the share amount was inadvertently reported under the wrong subheading in the original Form 4 filed on March 19, 2024.

Options shall vest and become exercisable in four equal installments, with 25% of such award vesting and becoming exercisable on the grant date and the remainder vesting and becoming exercisable in equal annual installments on the first, second and third anniversaries of the grant date.

Options shall vest and become exercisable in four equal installments, with 25% of such award vesting and becoming exercisable on each of September 30, 2024, December 31, 2024, March 31, 2025 and June 30, 2025 provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date.

The option vests over a three year period, with 25% vesting on the date of grant and 25% vesting on each anniversary thereafter, subject to the Reporting Person's continued service through each vesting date

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock (the "Option"), with such option vesting in four equal installments on September 30, 2023, December 31, 2023, March 31, 2024 and June 30, 2024, provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of June 16, 2023.

This amended report on Form 4 is being filed to correct the Transaction Date and Expiration Date of the Option, which were inadvertently misreported in the original Form 4 filed on June 21, 2023.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock (the "Option"), with such option vesting in four equal installments on September 30, 2023, December 31, 2023, March 31, 2024 and June 30, 2024, provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of June 16, 2023.

This amended report on Form 4 is being filed to correct the Transaction Date and Expiration Date of the Option, which were inadvertently misreported in the original Form 4 filed on June 21, 2023.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with such option vesting in four equal installments on September 30, 2023, December 31, 2023, March 31, 2024 and June 30, 2024, provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of June 16, 2023.

This amended report on Form 4 is being filed to correct the Transaction Date and Expiration Date of the Option, which were inadvertently misreported in the original Form 4 filed on June 21, 2023.

This transaction involved a gift of securities by the Reporting Person to his son, who shares the Reporting Person's household.

This transaction involved a gift of securities by the Reporting Person to his son, who shares the Reporting Person's household.

Shares held by Reporting Person's son, who shares the Reporting Person's household.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of options to purchase the Issuer's common stock that will vest in five equal annual installments beginning April 5, 2024, subject to the Reporting Person's continued employment with the Issuer on each vesting date.

This transaction involved a gift of securities by the Reporting Person to his son, who does not share the Reporting Person's household.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of options to purchase the Issuer's common stock that will vest in five equal annual installments beginning April 3, 2024, subject to the Reporting Person's continued employment with the Issuer on each vesting date.

On February 1, 2023, the Reporting Person acquired net 231,663 shares of common stock upon the exercise of stock options to purchase 500,000 shares of common stock, less 268,337 shares of common stock withheld to cover the exercise price and applicable taxes.

The option vested in 35 equal monthly installments of 63,888 shares on the 1st day of each month beginning on March 1, 2018 (the "Initial Vesting Date"), and one monthly installment of 63,920 shares on the 1st day of the 36th month following the Initial Vesting Date, as described in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of February 19, 2018.

On February 1, 2023, the Reporting Person acquired net 231,663 shares of common stock upon the exercise of stock options to purchase 500,000 shares of common stock, less 268,337 shares of common stock withheld to cover the exercise price and applicable taxes.

On February 1, 2023, the Reporting Person acquired net 231,663 shares of common stock upon the exercise of stock options to purchase 500,000 shares of common stock, less 268,337 shares of common stock withheld to cover the exercise price and applicable taxes.

On January 13, 2023, the Reporting Person acquired net 280,769 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 319,231 shares of common stock withheld to cover the exercise price and applicable taxes.

On January 13, 2023, the Reporting Person acquired net 280,769 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 319,231 shares of common stock withheld to cover the exercise price and applicable taxes.

The option vested in 35 equal monthly installments of 63,888 shares on the 1st day of each month beginning on March 1, 2018 (the "Initial Vesting Date"), and one monthly installment of 63,920 shares on the 1st day of the 36th month following the Initial Vesting Date, as described in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of February 19, 2018.

On January 13, 2023, the Reporting Person acquired net 280,769 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 319,231 shares of common stock withheld to cover the exercise price and applicable taxes.

On October 16, 2022, the Reporting Person acquired net 282,709 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 317,291 shares of common stock withheld to cover the exercise price and applicable taxes.

On October 16, 2022, the Reporting Person acquired net 282,709 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 317,291 shares of common stock withheld to cover the exercise price and applicable taxes.

The option vested in 35 equal monthly installments of 63,888 shares on the 1st day of each month beginning on March 1, 2018 (the "Initial Vesting Date"), and one monthly installment of 63,920 shares on the 1st day of the 36th month following the Initial Vesting Date, as described in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of February 19, 2018.

On October 16, 2022, the Reporting Person acquired net 282,709 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 317,291 shares of common stock withheld to cover the exercise price and applicable taxes.

On August 10, 2022, the Reporting Person acquired net 283,395 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 316,605 shares of common stock withheld to cover the exercise price and applicable taxes.

The option vested in 35 equal monthly installments of 63,888 shares on the 1st day of each month beginning on March 1, 2018 (the "Initial Vesting Date"), and one monthly installment of 63,920 shares on the 1st day of the 36th month following the Initial Vesting Date, as described in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of February 19, 2018.

On August 10, 2022, the Reporting Person acquired net 283,395 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 316,605 shares of common stock withheld to cover the exercise price and applicable taxes.

On August 10, 2022, the Reporting Person acquired net 283,395 shares of common stock upon the exercise of stock options to purchase 600,000 shares of common stock, less 316,605 shares of common stock withheld to cover the exercise price and applicable taxes.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with such option vesting in four equal quarterly installments over one year, with the first quarterly installment to vest on September 30, 2022 and each additional installment to vest quarterly thereafter, provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of July 1, 2022.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with such option vesting in four equal quarterly installments over one year, with the first quarterly installment to vest on September 30, 2022 and each additional installment to vest quarterly thereafter, provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of July 1, 2022.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with such option vesting in four equal quarterly installments over one year, with the first quarterly installment to vest on September 30, 2022 and each additional installment to vest quarterly thereafter, provided the recipient continues to serve as a non-employee director of the Issuer on each such vesting date, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of July 1, 2022.

On May 23, 2022, the Reporting Person acquired net 27,444 shares of common stock upon the exercise of stock options to purchase 39,250 shares of common stock, less 11,806 shares of common stock withheld to cover the exercise price and applicable taxes.

25% of the shares subject to this option were vested and exercisable as of September 26, 2017, the date of grant, and the remaining 75% of the shares vested in three annual installments beginning on September 26, 2018.

On May 23, 2022, the Reporting Person acquired net 27,444 shares of common stock upon the exercise of stock options to purchase 39,250 shares of common stock, less 11,806 shares of common stock withheld to cover the exercise price and applicable taxes.

These options vest in four equal annual installments beginning December 4, 2019, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of December 4, 2018.

On May 23, 2022, the Reporting Person acquired net 27,444 shares of common stock upon the exercise of stock options to purchase 39,250 shares of common stock, less 11,806 shares of common stock withheld to cover the exercise price and applicable taxes.

On May 23, 2022, the Reporting Person acquired net 27,444 shares of common stock upon the exercise of stock options to purchase 39,250 shares of common stock, less 11,806 shares of common stock withheld to cover the exercise price and applicable taxes.

On May 23, 2022, the Reporting Person acquired net 171,743 shares of common stock upon the exercise of stock options to purchase 450,000 shares of common stock, less 278,257 shares of common stock withheld to cover the exercise price and applicable taxes.

On May 23, 2022, the Reporting Person acquired net 171,743 shares of common stock upon the exercise of stock options to purchase 450,000 shares of common stock, less 278,257 shares of common stock withheld to cover the exercise price and applicable taxes.

The option vested in four equal annual installments beginning April 26, 2018, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of April 27, 2017.

On May 23, 2022, the Reporting Person acquired net 27,444 shares of common stock upon the exercise of stock options to purchase 39,250 shares of common stock, less 11,806 shares of common stock withheld to cover the exercise price and applicable taxes.

On May 23, 2022, the Reporting Person acquired net 171,743 shares of common stock upon the exercise of stock options to purchase 450,000 shares of common stock, less 278,257 shares of common stock withheld to cover the exercise price and applicable taxes.

The transaction reported herein was a purchase of Issuer common stock pursuant to an automatic broker-administered dividend reinvestment program.

The original Form 4 filed on March 16, 2022 mistakenly reported that the Reporting Person acquired 750 shares pursuant to an automatic broker-administered dividend reinvestment program.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with one-quarter of such stock option vesting on June 30, 2021 and the remaining portion vesting pro rata in equal monthly installments beginning July 31, 2021 and on the last day of each month thereafter, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of June 9, 2021.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with one-quarter of such stock option vesting on June 30, 2021 and the remaining portion vesting pro rata in equal monthly installments beginning July 31, 2021 and on the last day of each month thereafter, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of June 9, 2021.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with one-quarter of such stock option vesting on June 30, 2021 and the remaining portion vesting pro rata in equal monthly installments beginning July 31, 2021 and on the last day of each month thereafter, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of June 9, 2021.

The transaction reported herein was an inadvertent purchase of Issuer common stock pursuant to an automatic broker-administered dividend reinvestment program. The dividend reinvestment feature of the reporting person's brokerage account has since been removed.

Includes 60,000 shares that the Reporting Person gifted to his older son, who does not share the Reporting Person's household, and 60,000 shares that the Reporting Person gifted to his younger son, who does share the Reporting Person's household.

Includes 60,000 shares that the Reporting Person gifted to his older son, who does not share the Reporting Person's household, and 60,000 shares that the Reporting Person gifted to his younger son, who does share the Reporting Person's household.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with one-quarter of such stock option vesting on September 30, 2020 and the remaining portion vesting pro rata in equal monthly installments beginning October 31, 2020 and on the last day of each month thereafter, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of September 10, 2020.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with one-quarter of such stock option vesting on September 30, 2020 and the remaining portion vesting pro rata in equal monthly installments beginning October 31, 2020 and on the last day of each month thereafter, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of September 10, 2020.

The transaction reported in this row involves a grant by the Issuer to the Reporting Person of a stock option to purchase the Issuer's common stock, with one-quarter of such stock option vesting on September 30, 2020 and the remaining portion vesting pro rata in equal monthly installments beginning October 31, 2020 and on the last day of each month thereafter, as detailed in a stock option award agreement by and between the Issuer and the Reporting Person, dated as of September 10, 2020.