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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 6, 2024
P3HP_Logo.jpg
P3 Health Partners Inc.
(Exact name of registrant as specified in its charter)
Delaware001-4003385-2992794
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
2370 Corporate Circle Suite 300 Henderson, Nevada
89074
(Address of principal executive offices)(Zip Code)
(702) 910-3950
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)		Name of each exchange
on which registered
Class A common stock, par value $0.0001 per sharePIIIThe Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50PIIIWThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 6, 2024, P3 Health Partners Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). Holders of the Company’s Class A common stock and Class V common stock as of the close of business on April 12, 2024, the record date for the Annual Meeting, were each entitled to one vote per share. The following are the voting results for the four proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 26, 2024.
Proposal 1 — Election of three Class III directors for a term of office expiring on the date of the annual meeting of stockholders to be held in 2027, and until their respective successors have been duly elected and qualified.
NOMINEEVotes FORVotes WITHHELDBroker Non-Votes
Jeffrey G. Park187,019,8095,042,2258,678,306
Thomas E. Price, M.D.188,324,2723,737,7628,678,306
Mary Tolan189,438,9312,623,1038,678,306
Proposal 2 — Ratification of the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
Votes FORVotes AGAINSTVotes ABSTAINEDBroker Non-Votes
200,600,987110,13329,220—
Proposal 3 — Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers.
Votes FORVotes AGAINSTVotes ABSTAINEDBroker Non-Votes
191,518,133293,863250,0388,678,306
Proposal 4 — Approval, on an advisory (non-binding) basis, of the frequency of future advisory votes on the compensation of the Company’s named executive officers.
Votes ONE YEARVotes TWO YEARSVotes THREE YEARSVotes ABSTAINED
166,276,01226,54425,539,688219,790
Based on the foregoing votes, each of the three Class III director nominees were elected, Proposals 2 and 3 were approved, and “ONE YEAR” was approved as the frequency of future advisory votes on the compensation of the Company’s named executive officers.
In light of this result for Proposal 4, which is consistent with the Board’s recommendation, the Company has determined to hold an advisory (non-binding) vote on executive compensation each year until such time as the next advisory (non-binding) vote regarding the frequency of advisory votes on executive compensation is submitted to the Company’s stockholders.


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
P3 Health Partners Inc.
Date:June 7, 2024By:/s/ Atul Kavthekar
Name:Atul Kavthekar
Title:Chief Financial Officer

v3.24.1.1.u2
Cover
Jun. 06, 2024
Document Type 8-K
Document Period End Date Jun. 06, 2024
Entity Registrant Name P3 Health Partners Inc.
Entity File Number 001-40033
Entity Tax Identification Number 85-2992794
Entity Incorporation, State or Country Code DE
Entity Address, Postal Zip Code 89074
City Area Code 702
Local Phone Number 910-3950
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001832511
Amendment Flag false
Entity Address, Address Line One 2370 Corporate Circle Suite 300
Entity Address, City or Town Henderson
Entity Address, State or Province NV
Common Class A [Member]  
Title of each class Class A common stock, par value $0.0001 per share
Trading Symbol(s) PIII
Name of each exchange on which registered NASDAQ
Warrant [Member]  
Title of each class Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50
Trading Symbol(s) PIIIW
Name of each exchange on which registered NASDAQ
P3 Partners (NASDAQ:PIIIW)
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