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P3 Health Partners (PIII) major holder Hudson Vegas reports 50,000-share stock sale

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Hudson Vegas Investment SPV, LLC, a 10% owner of P3 Health Partners Inc., reported three open-market sales of Class A Common Stock on 2026-08-10 totaling 50,000 shares. The sales used weighted average prices, with transaction price ranges from $13.00–$13.61, $16.00–$16.24, and $16.25–$17.24. Hudson Vegas Investment SPV, LLC is the direct beneficial owner; Hudson Vegas Investment Manager, LLC and Daniel Straus may be deemed to share voting and dispositive power but each disclaims beneficial ownership except to the extent of any pecuniary interest.

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Insider Hudson Vegas Investment SPV, LLC, Hudson Vegas Investment Manager, LLC, STRAUS DANIEL E
Role 10% Owner | 10% Owner | 10% Owner
Sold 50,000 shs ($824K)
Type Security Shares Price Value
Sale Class A Common Stock F1, F4 1,041 $13.38 $14K
Sale Class A Common Stock F2, F4 19,074 $16.05 $306K
Sale Class A Common Stock F3, F4 29,885 $16.86 $504K
Holdings After Transaction: Class A Common Stock — 0 shares (Direct)
Footnotes (4)
  1. F1. The price reported is a weighted average price. Shares were sold in multiple transactions at prices ranging from $13.00 to $13.61, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
  2. F2. The price reported is a weighted average price. Shares were sold in multiple transactions at prices ranging from $16.00 to $16.24, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
  3. F3. The price reported is a weighted average price. Shares were sold in multiple transactions at prices ranging from $16.25 to $17.24, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
  4. F4. This statement is filed jointly by and on behalf of Hudson Vegas Investment SPV, LLC, Hudson Vegas Investment Manager, LLC and Daniel Straus. Hudson Vegas Investment SPV, LLC is the direct beneficial owner of the securities covered by this statement. Hudson Vegas Investment Manager, LLC and Daniel Straus each may be deemed to share voting and dispositive power over the shares of Class V Common Stock and P3 LLC Units which are held by Hudson Vegas Investment SPV, LLC. Each of Hudson Vegas Investment Manager, LLC and Daniel Straus disclaims beneficial ownership of any shares other than to the extent they may have a pecuniary interest therein.
Total shares sold 50,000 shares Aggregate Class A Common Stock sold on 2026-08-10 by Hudson Vegas Investment SPV, LLC
First sale weighted average price $13.38 per share 1,041 shares sold; trades ranged from $13.00 to $13.61
Second sale weighted average price $16.05 per share 19,074 shares sold; trades ranged from $16.00 to $16.24
Third sale weighted average price $16.86 per share 29,885 shares sold; trades ranged from $16.25 to $17.24
Net buy/sell direction net-sell 50,000 shares Transaction summary of non-derivative Class A Common Stock activity
Number of sale transactions 3 transactions Open-market sales of Class A Common Stock on 2026-08-10
weighted average price financial
"The price reported is a weighted average price. Shares were sold in multiple transactions"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
disclaims beneficial ownership regulatory
"Each of Hudson Vegas Investment Manager, LLC and Daniel Straus disclaims beneficial ownership"
pecuniary interest financial
"other than to the extent they may have a pecuniary interest therein"
voting and dispositive power regulatory
"may be deemed to share voting and dispositive power over the shares"

FAQ

What insider activity did P3 Health Partners Inc. (PIII) report on 2026-08-10?
P3 Health Partners Inc. reported that Hudson Vegas Investment SPV, LLC sold 50,000 shares of Class A Common Stock in three open-market transactions on 2026-08-10, all priced on a weighted-average basis within specified ranges.

Who is the direct beneficial owner in the PIII insider transactions?
Hudson Vegas Investment SPV, LLC is the direct beneficial owner of the shares sold. Hudson Vegas Investment Manager, LLC and Daniel Straus may be deemed to share voting and dispositive power but each disclaims beneficial ownership beyond any pecuniary interest.

How many PIII shares were sold and at what price ranges?
A total of 50,000 shares of P3 Health Partners Inc. Class A Common Stock were sold using weighted average prices, with ranges of $13.00–$13.61, $16.00–$16.24, and $16.25–$17.24 across the three transactions.

Were the reported PIII insider sale prices single prices or averages?
The reported prices are weighted average prices. Each sale involved multiple trades within stated ranges, and the reporting persons undertake to provide full breakdowns of the shares sold at each separate price upon request.

Do Hudson Vegas Investment Manager, LLC and Daniel Straus claim full ownership of the PIII shares?
No. They may be deemed to share voting and dispositive power over the securities held by Hudson Vegas Investment SPV, LLC, but each disclaims beneficial ownership of any shares except to the extent of a pecuniary interest.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Hudson Vegas Investment SPV, LLC
(Last)(First)(Middle)
173 BRIDGE PLAZA NORTH
(Street)
FORT LEE NEW JERSEY 07024
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
P3 Health Partners Inc. [ PIII ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/10/2026S1,041D$13.38(1)48,959D(4)
Class A Common Stock08/10/2026S19,074D$16.05(2)29,885D(4)
Class A Common Stock08/10/2026S29,885D$16.86(3)0D(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Hudson Vegas Investment SPV, LLC
(Last)(First)(Middle)
173 BRIDGE PLAZA NORTH
(Street)
FORT LEE NEW JERSEY 07024
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Hudson Vegas Investment Manager, LLC
(Last)(First)(Middle)
173 BRIDGE PLAZA NORTH
(Street)
FORT LEE NEW JERSEY 07024
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
STRAUS DANIEL E
(Last)(First)(Middle)
C/O HUDSON VEGAS INVESTMENT SPV, LLC,
173 BRIDGE PLAZA NORTH
(Street)
FORT LEE NEW JERSEY 07024
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The price reported is a weighted average price. Shares were sold in multiple transactions at prices ranging from $13.00 to $13.61, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
2. The price reported is a weighted average price. Shares were sold in multiple transactions at prices ranging from $16.00 to $16.24, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
3. The price reported is a weighted average price. Shares were sold in multiple transactions at prices ranging from $16.25 to $17.24, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
4. This statement is filed jointly by and on behalf of Hudson Vegas Investment SPV, LLC, Hudson Vegas Investment Manager, LLC and Daniel Straus. Hudson Vegas Investment SPV, LLC is the direct beneficial owner of the securities covered by this statement. Hudson Vegas Investment Manager, LLC and Daniel Straus each may be deemed to share voting and dispositive power over the shares of Class V Common Stock and P3 LLC Units which are held by Hudson Vegas Investment SPV, LLC. Each of Hudson Vegas Investment Manager, LLC and Daniel Straus disclaims beneficial ownership of any shares other than to the extent they may have a pecuniary interest therein.
Hudson Vegas Investment SPV, LLC By: /s/ Leeor Farhadian, Authorized Signatory08/12/2026
Hudson Vegas Investment Manager, LLC By: /s/ Leeor Farhadian, Authorized Signatory08/12/2026
/s/ Daniel Straus08/12/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR