Alan A. Ades - 31 Dec 2024 Form 4 Insider Report for Organogenesis Holdings Inc. (ORGO)

Role: Director, 10%+ Owner
Signature: /s/ William R. Kolb, Attorney-in-Fact
Issuer symbol: ORGO
Transactions as of: 31 Dec 2024
Transactions value $: $0
Form type: 4
Filing time: 03 Jan 2025, 19:22:27 UTC
Previous filing: 28 May 2021
Next filing: 13 Jan 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ORGO	Class A Common Stock	Gift	$0	-1,710,552	-3.24%	$0.000000	51,085,403	31 Dec 2024	Direct	F1, F2
transaction	ORGO	Class A Common Stock	Gift	$0	+1,710,552	+3.46%	$0.000000	51,085,403	31 Dec 2024	By spouse	F1, F2
transaction	ORGO	Class A Common Stock	Gift	$0	+1,710,552	+3.46%	$0.000000	51,085,403	31 Dec 2024	Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	On December 31, 2024, the reported securities, which were directly held by Alan A. Ades, a member of the Group (as defined below), were transferred to his spouse, Josette Ades, who is a member of the Group, as a gift for no consideration for estate planning purposes. Alan A. Ades disclaims beneficial ownership of the securities held by his spouse, and this report shall not be deemed an admission that Alan A. Ades is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. None of the other members of the Group has a pecuniary interest in the transferred securities.
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.

Content

On December 31, 2024, the reported securities, which were directly held by Alan A. Ades, a member of the Group (as defined below), were transferred to his spouse, Josette Ades, who is a member of the Group, as a gift for no consideration for estate planning purposes. Alan A. Ades disclaims beneficial ownership of the securities held by his spouse, and this report shall not be deemed an admission that Alan A. Ades is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. None of the other members of the Group has a pecuniary interest in the transferred securities.

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.

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, RED Holdings, LLC and Josette Ades, 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.