Sec Form 4 Filing - Fernandez Charles M. @ NextPlat Corp - 2024-10-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Fernandez Charles M.
2. Issuer Name and Ticker or Trading Symbol
NextPlat Corp [ NXPL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman & CEO
(Last) (First) (Middle)
C/O NEXTPLAT CORP, 3250 MARY ST., SUITE 410
3. Date of Earliest Transaction (MM/DD/YY)
10/01/2024
(Street)
COCONUT GROVE, FL33133
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/01/2024 A 27,145 A 1,576,598 D
Common Stock 10/01/2024 A 687,038 A 2,990,252 I eAperion Partners LLC ( 3 )
Common Stock 25,000 I Spouse ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 1.48 10/01/2024 A 233,682 ( 5 ) 09/13/2032 Common Stock 233,682 $ 0 233,682 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fernandez Charles M.
C/O NEXTPLAT CORP
3250 MARY ST., SUITE 410
COCONUT GROVE, FL33133
X X Chairman & CEO
Signatures
/s/ Charles M. Fernandez 10/04/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 1, 2024, the Reporting Person received 27,145 shares of the Issuer's common stock in exchange for 18,261 shares of Progressive Care Inc. in connection with the merger of Progressive Care Inc. into the Issuer (the "Merger"). On the effective date of the Merger, the Issuer's Per Share Value was $1.48, which is the daily volume weighted average price of the Issuer's common stock for the 20-trading day period ended on the trading day immediately preceding the date of the Merger Agreement on Nasdaq.
( 2 )In connection with the Merger, the Reporting Person indirectly received 687,038 shares of the Issuer's common stock in exchange for 462,185 shares of Progressive Care Inc. through eAperion Partners LLC. On the effective date of the Merger, the Issuer's Per Share Value was $1.48, which is the daily volume weighted average price of the Issuer's common stock for the 20-trading day period ended on the trading day immediately preceding the date of the Merger Agreement on Nasdaq.
( 3 )Mr. Fernandez is the sole member and managing partner of eAperion Partners LLC and has voting and dispotive power over the reported shares.
( 4 )Lauren Sturges-Fernandez
( 5 )In connection with the Merger, the Report Person received stock options to acquire 233,682 shares of the Issuer's common stock in exchange for stock options to acquire 157,203 shares of Progressive Care Inc. The options are fully vested.

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).

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