Alan A. Ades - May 6, 2021 Form 4 Insider Report for Organogenesis Holdings Inc. (ORGO)

Role
Director, 10%+ Owner
Signature
/s/ Stacie S. Aarestad, Attorney-in-Fact
Stock symbol
ORGO
Transactions as of
May 6, 2021
Transactions value $
$0
Form type
4
Date filed
5/10/2021, 09:53 PM
Next filing
May 28, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ORGO Class A Common Stock Other $0 -23.9M -35.07% $0.00 44.2M May 6, 2021 Direct F1, F2
transaction ORGO Class A Common Stock Other $0 +121K +0.27% $0.00 44.3M May 6, 2021 Direct F1, F3
transaction ORGO Class A Common Stock Other $0 +9.24M +20.85% $0.00 53.5M May 6, 2021 Direct F1, F4
transaction ORGO Class A Common Stock Other $0 +116K +0.22% $0.00 53.6M May 6, 2021 Direct F1, F5
transaction ORGO Class A Common Stock Other $0 +4.66M +8.69% $0.00 58.3M May 6, 2021 Direct F1, F6
transaction ORGO Class A Common Stock Other $0 +5.42M +9.29% $0.00 63.7M May 6, 2021 Direct F1, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects a pro rata distribution by Organo PFG LLC to its members.
F2 The reported securities were distributed by Organo PFG LLC, which is a member of the Group (as defined below).
F3 The reported securities were distributed by Organo PFG LLC to Alan A. Ades, who is a member of the Group (as defined below).
F4 The reported securities were distributed by Organo PFG LLC to Alan A. Ades as Trustee of the Alan Ades 2014 GRAT, which is a member of the Group (as defined below).
F5 The reported securities were distributed by Organo PFG LLC to Albert Erani, who is a member of the Group (as defined below).
F6 The reported securities were distributed by Organo PFG LLC to Albert Erani as Trustee of the Albert Erani 2014 GRAT. Albert Erani is a member of the Group (as defined below). Albert Erani disclaims beneficial ownership of the Shares held by the Albert Erani 2014 GRAT, except to the extent of his pecuniary interest therein.
F7 The reported securities were distributed by Organo PFG LLC to Dennis Erani as Trustee of the Dennis Erani 2014 GRAT. Dennis Erani is a member of the Group (as defined below). Dennis Erani disclaims beneficial ownership of the Shares held by the Dennis Erani 2014 GRAT, except to the extent of his pecuniary interest therein.

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 and GN 2016 Organo 10-Year GRAT u/a/d September 30, 2016, referred to collectively as the "Controlling Entities", 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 Controlling Entities with respect to four directors of the Issuer and qualifies the Issuer as a "controlled company" under the Nasdaq listing rules. As a result of the Stockholders' Agreement, the reporting persons may be deemed to be members of a group (the "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. 1 of 2 filed for the Controlling Entities.