P3 Health Partners (PIII) director corrects post-split insider share totals

Rhea-AI Filing Summary

P3 Health Partners Inc. director filed an amended insider trading report updating their share holdings after receiving a new equity grant. The director was granted 2,000 restricted stock units (RSUs) of Class A common stock on 08/06/2025 under the company’s 2021 Incentive Award Plan, at a price of $0 as this is an equity award. Each RSU represents one share of Class A common stock and will vest at the earlier of the company’s 2026 annual stockholder meeting or the one-year anniversary of the grant date.

The amendment corrects the number of shares beneficially owned to reflect the company’s 1-for-50 reverse stock split effective April 11, 2025, and to include certain indirectly owned securities. Following the correction, the director beneficially owns 6,331 Class A shares directly and 17,192 Class A shares indirectly through G&K Investment Holdings LLC, over which the director has voting and dispositive power.

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^*

WASSON GREGORY D

(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
Class A Common Stock								17,192(2)	I	G&K Investment Holdings LLC(3)

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, and excluded certain securities indirectly owned by the Reporting Person. This amended Form 4 is being filed to correct the number of securities beneficially owned by the Reporting Person to reflect the reverse stock split, as well as the Reporting Person's indirect ownership.

3. The Reporting Person has voting and dispositive power over the securities held by G&K Investment Holdings LLC.

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 did P3 Health Partners (PIII) report in this Form 4/A?

The filing reports a grant of 2,000 restricted stock units (RSUs) of Class A common stock to a P3 Health Partners Inc. director on 08/06/2025 at a price of $0 as an equity award.

How do the new RSUs for the P3 Health Partners (PIII) director vest?

Each RSU represents one share of Class A common stock and vests on the earlier of the company’s 2026 annual stockholder meeting or the one-year anniversary of the grant date.

Why was this P3 Health Partners (PIII) Form 4 amended?

The amendment corrects the director’s beneficial ownership after the company’s 1-for-50 reverse stock split effective April 11, 2025, and includes certain securities that are indirectly owned by the director.

How many P3 Health Partners (PIII) shares does the director now own directly and indirectly?

After the correction, the director beneficially owns 6,331 Class A common shares directly and 17,192 Class A common shares indirectly through G&K Investment Holdings LLC.

What is G&K Investment Holdings LLC in relation to this P3 Health Partners (PIII) filing?

G&K Investment Holdings LLC is an entity that holds 17,192 Class A shares of P3 Health Partners Inc. The director has voting and dispositive power over the securities held by this entity.

Does the P3 Health Partners (PIII) director have control over the indirect shares?

Yes. The filing states that the reporting person has voting and dispositive power over the securities held by G&K Investment Holdings LLC, making those shares beneficially owned by the director.