RED Holdings, LLC - 28 Dec 2021 Form 4 Insider Report for Organogenesis Holdings Inc. (ORGO)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
30 Dec 2021, 15:31:13 UTC
Prior SEC filing
27 Dec 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Stacie S. Aarestad, Attorney-in-Fact

Key filing fact

RED Holdings, LLC filed Form 4 for Organogenesis Holdings Inc. (ORGO) on 30 Dec 2021.

Key facts

  • This page summarizes RED Holdings, LLC's Form 4 filing for Organogenesis Holdings Inc. (ORGO).
  • 4 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 30 Dec 2021, 15:31.

Change

  • Previous filing in this sequence was filed on 27 Dec 2021.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

ORGO transaction

Class A Common Stock

Gift

Transaction value
$0
Shares
-4,661,129
Change %
-7.3%
Price
$0.000000
Shares after
59,448,027
Date
28 Dec 2021
Ownership
By the Albert Erani 2014 GRAT
Footnotes
F1, F2
ORGO transaction

Class A Common Stock

Gift

Transaction value
$0
Shares
+4,661,129
Change %
+8.5%
Price
$0.000000
Shares after
59,448,027
Date
28 Dec 2021
Ownership
Direct
Footnotes
F1, F2
ORGO transaction

Class A Common Stock

Gift

Transaction value
$0
Shares
-7,392,328
Change %
-11%
Price
$0.000000
Shares after
59,448,027
Date
28 Dec 2021
Ownership
Direct
Footnotes
F2, F3
ORGO transaction

Class A Common Stock

Gift

Transaction value
$0
Shares
+7,392,328
Change %
+14%
Price
$0.000000
Shares after
59,448,027
Date
28 Dec 2021
Ownership
Direct
Footnotes
F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On December 28, 2021, the reported securities, which were indirectly held by Albert Erani, a member of the Group (as defined below), were transferred by the Albert Erani 2014 GRAT to the Albert Erani Family Trust dated 12/29/2012, which is a member of the Group, as a gift for no consideration for estate planning purposes. None of the other members of the Group has a pecuniary interest in the transferred securities.

Footnote F2

Reflects the total number of securities held by the Group. There was no change to the total number of securities because, at all times, the transferred shares were held, either directly or indirectly, by a member of the Group.

Footnote F3

On December 28, 2021, the reported securities, which were directly held by the Albert Erani Family Trust dated 12/29/2012, a member of the Group, were transferred to RED Holdings, LLC, which is a member of the Group, as a gift for no consideration for estate planning purposes. None of the other members of the Group has a pecuniary interest in the transferred securities, except for Albert Erani, who is the sole manager of RED Holdings, LLC, and who disclaims ownership of the shares held by RED Holdings, LLC, except to the extent of his pecuniary interest therein.

SEC remarks

Alan A. Ades, Albert Erani, Glenn H. Nussdorf, Dennis Erani, Starr Wisdom and certain of their respective affiliates, including Organo PFG LLC, Organo Investors LLC, Dennis Erani 2012 Issue Trust, Alan Ades as Trustee of the Alan Ades 2014 GRAT, Albert Erani Family Trust dated 12/29/2012, GN 2016 Family Trust u/a/d August 12, 2016, GN 2016 Organo 10-Year GRAT u/a/d September 30, 2016 and RED Holdings, LLC, referred to collectively as the "Group", are parties to a Controlling Stockholders' Agreement dated December 10, 2018 with Organogenesis Holdings Inc. (the "Stockholders' Agreement"). The Stockholders' Agreement, among other things, provides for nomination rights of the Group with respect to four directors of the Issuer. As a result of the Stockholders' Agreement, the reporting persons may be deemed to be members of a group holding over 10% of the outstanding shares of common stock of the issuer for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. This is Form 4 No. 2 of 2 filed for the Group.

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