Form: 4

Statement of changes in beneficial ownership of securities

October 4, 2024

Documents

SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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 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.
1. Name and Address of Reporting Person*
Sim Brandon
(Last) (First) (Middle)
C/O ASTRANA HEALTH, INC.
1668 S. GARFIELD AVENUE, 2ND FLOOR
(Street)
ALHAMBRA CA 91801
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Astrana Health, Inc. [ ASTH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CEO and President
3. Date of Earliest Transaction (Month/Day/Year)
10/02/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 10/02/2024 F 2,626(3) D $57.87 948,986(4)(5) D
Common Stock 258,824(1) I By Sim Family Irrevocable Trust 2021
Common Stock 392,816(2) I By Brandon Sim 2020 Irrevocable Trust
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. These securities are held by the Sim Family Irrevocable Trust 2021. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not 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 the Brandon Sim 2020 Irrevocable Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
3. Represents the surrender of shares to offset against tax withholding obligations associated with certain restricted stock units that vested on October 2, 2024.
4. Includes 512,150 shares of unvested restricted stock, which will vest as follows (in each case subject to continuous employment with the Issuer): (i) 14,151 shares, which vest on November 2, 2024; (ii) 54,280 shares, which vest in two equal annual installments on June 27, 2025 and 2026; (iii) 5,557 shares, which vest in two equal annual installments on June 27, 2025 and 2026; (iv) 85,513 shares, which vest in five equal semi-annual installments, beginning March 31, 2025; and (v) 352,649 shares, which vest upon achievement of certain pre-established performance goals. Also includes 75,517 restricted stock units, which will vest in seven equal semi-annual installments beginning on April 2, 2025 (subject to continuous employment with the Issuer).
5. Includes 644 shares acquired under the Issuer's Employee Stock Purchase Plan.
Remarks:
Power of Attorney is attached hereto as Exhibit 24.
/s/ Kathy Diep, as Attorney-in-Fact 10/04/2024
** 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.