FORM 4

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.

(Print or Type Responses)

OMB APPROVAL

OMB Number:

3235-0287

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

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STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Phillip Frost, M.D., ET AL

(Last)

(First)

OPKO Health, Inc.

4400 Biscayne Blvd.

(Street)

Miami, FL 33137

(City)

(State)

2. Issuer Name and Ticker or Trading Symbol

OPKO Health, Inc. [ OPK ]

(Middle)

3. Date of Earliest Transaction (Month/Day/Year)

05/23/2024

4. If Amendment, Date Original Filed (Month/Day/Year)

(Zip)

5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director

__ X __ 10% Owner

__ X __ Officer (give title below)

_____ Other (specify below)

CEO & Chairman

6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person

_ X _ Form filed by More than One Reporting Person

1.Title of Security

(Instr. 3)

Common Stock

Common Stock

Common Stock

Common Stock

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

2. Transaction

2A. Deemed

3. Transaction

4. Securities Acquired (A) or

5. Amount of Securities Beneficially Owned

6.

7. Nature

Date (Month

Execution

Code

Disposed of (D)

Following Reported Transaction(s)

Ownership

of Indirect

/Day/Year)

Date, if any

(Instr. 8)

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

Form:

Beneficial

(Month/Day

Direct (D)

Ownership

/Year)

or Indirect

(Instr. 4)

(A) or

(I)

Code

V

Amount

(D)

Price

(Instr. 4)

See

05/23/2024

P

99,230

A

$ 1.2694

211,231,452

I

Footnote

(1)

See

05/23/2024

P

770

A

$ 1.265

211,232,222

I

Footnote

(1)

3,068,951

D

See

30,127,177

I

Footnote

(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)

1. Title of Derivative

2. Conversion

3. Transaction

3A. Deemed

4. Transaction

5. Number of

6. Date Exercisable and Expiration

7. Title and Amount of

8. Price of

9. Number

10.

11. Nature

Security

or Exercise

Date (Month

Execution

Code

Derivative Securities

Date

Underlying Securities

Derivative

of

Ownership

of Indirect

(Instr. 3)

Price of

/Day/Year)

Date, if any

(Instr. 8)

Acquired (A) or

(Month/Day/Year)

(Instr. 3 and 4)

Security

Derivative

Form of

Beneficial

Derivative

(Month/Day

Disposed of (D)

(Instr. 5)

Securities

Derivative

Ownership

Security

/Year)

(Instr. 3, 4, and 5)

Beneficially

Security:

(Instr. 4)

Owned

Direct (D)

Following

or Indirect

Date Exercisable Expiration Date

Title

Amount or

Reported

(I)

Transaction

(Instr. 4)

Number of Shares

(s)

Code

V

(A)

(D)

(Instr. 4)

Reporting Owners

Reporting Owner Name / Address

Relationships

Director

10% Owner

Officer

Other

Phillip Frost, M.D., ET AL

OPKO Health, Inc.

X

X

CEO & Chairman

4400 Biscayne Blvd.

Miami, FL 33137

Frost Gamma Investments Trust

OPKO Health, Inc.

X

4400 Biscayne Blvd.

Miami, FL 33137

Explanation of Responses:

  1. The securities are held by Frost Gamma Investments Trust, of which Phillip Frost M.D., is the trustee. Frost Gamma L.P. is the sole and exclusive beneficiary of Frost Gamma Investments Trust. Dr. Frost is one of two limited partners of Frost Gamma L.P. The general partner of Frost Gamma L.P. is Frost Gamma, Inc., and the sole shareholder of Frost Gamma, Inc. is Frost-Nevada Corporation. Dr. Frost is also the sole shareholder of Frost-Nevada Corporation. The reporting person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
  2. These securities are held by Frost Nevada Investments Trust, of which the Reporting Person is the trustee and Frost-Nevada, L.P. is the sole and exclusive beneficiary. The Reporting Person is one of seven limited partners of Frost-Nevada, L.P. and the sole shareholder of Frost-Nevada Corporation, the sole general partner of Frost-Nevada, L.P. The reporting person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Phillip Frost, M.D., Individually and as Trustee 05/23/2024

** 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.

JOINT FILER INFORMATION

Name: Frost Gamma Investments Trust

Address:

4400 Biscayne Blvd.

Miami, FL 33137

Designated Filer:

Phillip Frost, M.D.

Issuer Name and Ticker Symbol: OPKO Health, Inc. (OPK)

Date of Earliest Transaction:

May 23, 2024

Relationship to Issuer: 10% Owner

FROST GAMMA INVESTMENTS TRUST

By: /s/ Phillip Frost, M.D., as Trustee

Phillip Frost, M.D., Trustee

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Opko Health Inc. published this content on 24 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 May 2024 06:39:47 UTC.