Director at P3 Health Partners (NASDAQ: PIII) gets 2,000 RSUs in corrected Form 4/A

Rhea-AI Filing Summary

P3 Health Partners Inc. filed an amended insider report showing a stock-based award to one of its directors and correcting the director’s post–reverse split holdings. The director received 2,000 restricted stock units (RSUs) of Class A common stock on 08/06/2025 at a grant price of $0 under the company’s 2021 Incentive Award Plan. Each RSU converts into one share of Class A common stock and vests at the earlier of the company’s 2026 annual stockholder meeting or the one-year anniversary of the grant date.

The amended filing updates the number of Class A shares beneficially owned after the transaction to 6,331 shares, reflecting the company’s 1-for-50 reverse stock split that became effective on April 11, 2025. The amendment is expressly described as being made solely to correct this post–reverse split ownership figure.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Price Thomas Edmunds

(Last) (First) (Middle)

C/O P3 HEALTH PARTNERS INC.

2370 CORPORATE CIRCLE, SUITE 300

(Street)

HENDERSON NV 89074

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
P3 Health Partners Inc. [ PIII ]

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)
08/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/08/2025

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
Class A Common Stock	08/06/2025		A		2,000(1)	A	$0	6,331(2)	D

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

Explanation of Responses:

1. Represents a grant of restricted stock units ("RSUs") granted pursuant to the P3 Health Partners Inc. 2021 Incentive Award Plan. Each RSU represents a right to receive one share of Class A common stock. The RSUs vest upon the earlier of the Company's 2026 annual stockholder meeting and the one-year anniversary of the grant date.

2. This amended Form 4 is being filed to correct Column 5 of Table I, which inadvertently reported the number of securities beneficially owned by the Reporting Person prior to the Company's 1-for-50 reverse stock split, which became effective on April 11, 2025. This amended Form 4 is being filed solely to correct the number of securities beneficially owned by the Reporting Person following the reverse stock split.

Remarks:

	/s/Todd Smith, Chief Legal Officer, as attorney-in-fact	01/23/2026
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction was reported in the P3 Health Partners Inc. (PIII) Form 4/A?

The Form 4/A reports that a director of P3 Health Partners Inc. received 2,000 restricted stock units (RSUs) of Class A common stock on 08/06/2025 at a grant price of $0 under the company’s 2021 Incentive Award Plan.

How do the RSUs granted to the PIII director vest?

The 2,000 RSUs granted to the director vest upon the earlier of P3 Health Partners Inc.’s 2026 annual stockholder meeting and the one-year anniversary of the 08/06/2025 grant date.

Why is this P3 Health Partners Inc. (PIII) filing an amended Form 4/A?

The filing states it is amended to correct Column 5 of Table I, which had inadvertently shown the director’s beneficially owned shares before P3 Health Partners Inc.’s 1-for-50 reverse stock split that became effective on April 11, 2025.

What is the corrected number of P3 Health Partners Inc. (PIII) shares beneficially owned after the reverse split?

After correcting for the 1-for-50 reverse stock split, the amended Form 4/A reports that the director beneficially owns 6,331 shares of P3 Health Partners Inc. Class A common stock directly following the reported RSU grant.

Does the P3 Health Partners Inc. (PIII) Form 4/A involve any sale of shares by the director?

No. The transaction reported is an acquisition of 2,000 RSUs at a price of $0; there is no sale of Class A common stock disclosed in this Form 4/A.

What corporate action affected the share count in the P3 Health Partners Inc. (PIII) Form 4/A?

The corrected ownership reflects P3 Health Partners Inc.’s 1-for-50 reverse stock split, which the filing notes became effective on April 11, 2025 and required updating the number of shares beneficially owned.