0001062993-24-000799.txt : 20240111 0001062993-24-000799.hdr.sgml : 20240111 20240111164432 ACCESSION NUMBER: 0001062993-24-000799 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240109 FILED AS OF DATE: 20240111 DATE AS OF CHANGE: 20240111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ERANI ALBERT CENTRAL INDEX KEY: 0001074084 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] ORGANIZATION NAME: 03 Life Sciences STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37906 FILM NUMBER: 24529679 MAIL ADDRESS: STREET 1: 150 DAN ROAD STREET 2: 150 DAN ROAD CITY: CANTON STATE: MA ZIP: 01002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GN 2016 Organo 10-Year GRAT u/a/d September 30, 2016 CENTRAL INDEX KEY: 0001757452 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37906 FILM NUMBER: 24529677 BUSINESS ADDRESS: STREET 1: C/O ORGANOGENESIS INC. STREET 2: 85 DAN ROAD CITY: CANTON STATE: MA ZIP: 02021 BUSINESS PHONE: 781-575-0775 MAIL ADDRESS: STREET 1: C/O ORGANOGENESIS INC. STREET 2: 85 DAN ROAD CITY: CANTON STATE: MA ZIP: 02021 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RED Holdings, LLC CENTRAL INDEX KEY: 0001900525 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37906 FILM NUMBER: 24529678 BUSINESS ADDRESS: STREET 1: C/O ORGANOGENESIS INC. STREET 2: 85 DAN ROAD CITY: CANTON STATE: MA ZIP: 02021 BUSINESS PHONE: 781-575-0775 MAIL ADDRESS: STREET 1: C/O ORGANOGENESIS INC. STREET 2: 85 DAN ROAD CITY: CANTON STATE: MA ZIP: 02021 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Erani Dennis CENTRAL INDEX KEY: 0001760685 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37906 FILM NUMBER: 24529676 MAIL ADDRESS: STREET 1: C/O ORGANOGENESIS INC. STREET 2: 85 DAN ROAD CITY: CANTON STATE: MA ZIP: 02021 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Organogenesis Holdings Inc. CENTRAL INDEX KEY: 0001661181 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 85 DAN ROAD CITY: CANTON STATE: MA ZIP: 02021 BUSINESS PHONE: 781-575-0775 MAIL ADDRESS: STREET 1: 85 DAN ROAD CITY: CANTON STATE: MA ZIP: 02021 FORMER COMPANY: FORMER CONFORMED NAME: Avista Healthcare Public Acquisition Corp. DATE OF NAME CHANGE: 20151215 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0508 4 2024-01-09 0001661181 Organogenesis Holdings Inc. ORGO 0001074084 ERANI ALBERT C/O RUGBY REALTY CO., INC. 300 LIGHTING WAY, STE 210 SECAUCUS NJ 07094 0 0 1 0 0001900525 RED Holdings, LLC C/O RUGBY REALTY CO., INC. 300 LIGHTING WAY, STE 210 SECAUCUS NJ 07094 0 0 1 0 0001757452 GN 2016 Organo 10-Year GRAT u/a/d September 30, 2016 35 SAWGRASS DRIVE BELLPORT NY 11713 0 0 1 0 0001760685 Erani Dennis 6000 ISLAND BOULEVARD APT. 2502 AVENTURA FL 33160 0 0 1 0 0 Class A Common Stock 2024-01-09 4 S 0 197921 4.3653 D 59025106 D Class A Common Stock 2024-01-10 4 S 0 17972 4.2775 D 59007134 D The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $4.30 to $4.45, inclusive. The reporting person undertakes to provide to Organogenesis, any security holder of Organogenesis, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4. Reflects the total number of securities held by the Group. Only Albert Erani has a pecuniary interest in the shares being sold pursuant to the first line of Table I of this Form 4. None of the other members of the Group has a pecuniary interest in the shares being sold pursuant to the first line of Table I of this Form 4. The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $4.20 to $4.34, inclusive. The reporting person undertakes to provide to Organogenesis, any security holder of Organogenesis, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4. Reflects the total number of securities held by the Group. Only RED Holdings, LLC has a pecuniary interest in the shares being sold pursuant to the second line of Table I of this Form 4. None of the other members of the Group has a pecuniary interest in the shares being sold pursuant to the second line of Table I of this Form 4, 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. 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. /s/ William R. Kolb, Attorney-in-Fact 2024-01-11