Ph Hsiao Jane - Feb 10, 2023 Form 4 Insider Report for OPKO HEALTH, INC. (OPK)

Role: Vice Chairman & CTO, Director
Signature: Steven D. Rubin, Attorney-in-Fact
Stock symbol: OPK
Transactions as of: Feb 10, 2023
Transactions value $: $0
Form type: 4
Date filed: 2/14/2023, 05:06 PM
Previous filing: Aug 10, 2021
Next filing: May 19, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	OPK	5% Convertible Promissory Notes due 2023	Disposed to Issuer	-$5M				$0	Feb 10, 2023	Common Stock	$5M	$5.00	Direct	F1
transaction	OPK	5% Convertible Promissory Notes due 2025	Award	$5M				$5M	Feb 10, 2023	Common Stock	$5M	$1.66	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The two reported transactions involved an amendment and restatement of an outstanding convertible promissory note (the "Original Note"), resulting in the deemed cancellation of the Original Note and the execution of an amended note (the "Amended Note"). The Original Note was entered into on February 27, 2018 and the Reporting Person had the option to convert all or any portion of the outstanding principal balance of the Original Note, plus unpaid interest, into shares of the Issuer's common stock, par value $0.01 per share, at a conversion price of $5.00 per share, at any time prior to the maturity date, which was February 27, 2023. The Amended Note extends the maturity to January 31, 2025, and resets the conversion price to the 10 day volume weighted average price immediately preceding the date of the Amended Note, plus a 25% conversion premium, or $1.66.

Content

The two reported transactions involved an amendment and restatement of an outstanding convertible promissory note (the "Original Note"), resulting in the deemed cancellation of the Original Note and the execution of an amended note (the "Amended Note"). The Original Note was entered into on February 27, 2018 and the Reporting Person had the option to convert all or any portion of the outstanding principal balance of the Original Note, plus unpaid interest, into shares of the Issuer's common stock, par value $0.01 per share, at a conversion price of $5.00 per share, at any time prior to the maturity date, which was February 27, 2023. The Amended Note extends the maturity to January 31, 2025, and resets the conversion price to the 10 day volume weighted average price immediately preceding the date of the Amended Note, plus a 25% conversion premium, or $1.66.