Sec Form 4 Filing - Flynn James E @ Deerfield Healthcare Technology Acquisitions Corp. - 2021-06-08

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 Flynn James E 2. Issuer Name and Ticker or Trading Symbol Deerfield Healthcare Technology Acquisitions Corp. [ CMAX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) X __ Other (specify below) Director by Deputization (Last) (First) (Middle) 345 PARK AVENUE SOUTH, 12TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/08/2021 (Street) NEW YORK, NY10010 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 Class A common stock 06/08/2021 A( 1 ) 9,600,000 A $ 10 12,960,000 I Through Deerfield Partners, L.P. ( 2 ) ( 3 ) Class A common stock 06/08/2021 A( 4 ) 400,000 A $ 10 400,000 I Through DFHTA Sponsor LLC ( 2 ) ( 3 ) Class A common stock 06/08/2021 M( 5 ) 3,368,750 A $ 0 3,768,750 I Through DFHTA Sponsor LLC ( 2 ) ( 3 ) Class A common stock 06/08/2021 M( 5 )( 6 ) 50,000 A $ 0 50,000 I Through Deerfield Management Company, L.P. ( 2 ) ( 3 ) ( 6 )

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 Class B common stock ( 5 ) 06/08/2021 M( 5 ) 3,368,750 ( 5 ) ( 5 ) Class A common stock 3,368,750 ( 5 ) 0 I Through DFHTA Sponsor LLC ( 2 ) ( 3 ) Class B common stock ( 5 ) 06/08/2021 M( 5 ) 50,000 ( 5 ) ( 5 ) Class A common stock 50,000 ( 5 ) 0 I Through Deerfield Management Company, L.P. ( 2 ) ( 3 ) ( 6 ) Private Placement Warrants $ 11.5 06/08/2021 A( 7 ) 2,916,667 07/21/2021 06/08/2026 Class A common stock 2,916,667 $ 0 2,916,667 I Through DFHTA Sponsor LLC ( 2 ) ( 3 ) Public Warrants $ 11.5 06/08/2021 J( 8 ) 672,000 07/21/2021 06/08/2026 Class A common stock 672,000 $ 0 672,000 I Through Deerfield Partners, L.P. ( 2 ) ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Flynn James E 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK, NY10010 X X Director by Deputization DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C) 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK, NY10010 X X Director by Deputization Deerfield Mgmt L.P. 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK, NY10010 X X Director by Deputization DEERFIELD PARTNERS, L.P. 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK, NY10010 X X Director by Deputization Signatures /s/ Jonathan Isler, Attorney-in-Fact 06/10/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On June 8, 2021, immediately prior to, and conditioned upon the consummation of, CareMax, Inc.'s (formerly known as Deerfield Healthcare Technology Acquisitions Corp.) (the "Issuer") business combination with CareMax Medical Group, LLC and IMC Medical Group Holdings, LLC (the "Business Combination"), Deerfield Partners, L.P. ("Deerfield Partners") acquired from the Issuer 9,600,000 shares of Class A common stock of the Issuer. ( 2 )This Form 4 is being filed by the parties listed on the Joint Filer Information Statement attached as an exhibit hereto. Deerfield Partners holds a membership interest in DFHTA Sponsor LLC (the "Sponsor"). Deerfield Mgmt, L.P. is the general partner of Deerfield Partners. Deerfield Management Company, L.P. ("Deerfield Management") is the investment manager of Deerfield Partners. James E. Flynn is the sole member of the general partner of each of Deerfield Management and Deerfield Mgmt, L.P. Steven Hochberg, a partner in Deerfield Management, previously served as chief executive officer of the Issuer and, until immediately following consummation of the Business Combination, a member of the Issuer's board of directors. ( 3 )In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by Deerfield Management, Deerfield Partners and the Sponsor is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. ( 4 )On June 8, 2021, immediately prior to, and conditioned upon the consummation of, the Business Combination, the Sponsor acquired from the Issuer 400,000 shares of Class A common stock of the Issuer. ( 5 )In connection with the closing of the Business Combination, each share of the Issuer's Class B common stock automatically converted into one share of the Issuer's Class A common stock. ( 6 )The Class A common stock owned directly by Steven Hochberg and reported herein is held for the benefit, and at the direction, of Deerfield Management. ( 7 )The Sponsor acquired the Private Placement Warrants from the Issuer in connection with the Issuer's initial public offering on July 21, 2020. As a result of the closing of the Business Combination, the Private Placement Warrants will become exercisable as of the date that is 12 months after the closing of the Issuer's initial public offering (i.e., July 21, 2021). The Private Placement Warrants will expire on June 8, 2026 or earlier upon redemption or liquidation. ( 8 )Deerfield Partners acquired the Public Warrants in the Issuer's initial public offering on July 21, 2020. As a result of the closing of the Business Combination, the Public Warrants will become exercisable as of the date that is 12 months after the closing of the Issuer's initial public offering (i.e., July 21, 2021). The Public Warrants will expire on June 8, 2026 or earlier upon redemption or liquidation.

Remarks: Jonathan Isler, Attorney-in-Fact: Power of Attorney, which is hereby incorporated by reference to Exhibit 24 to a Form 3 with regard to Proteon Therapeutics, Inc. filed with the Securities and Exchange Commission on August 4, 2017 by Deerfield Special Situations Fund, L.P., Deerfield Partners, L.P., De erfield International Master Fund, L.P., Deerfield Private Design Fund III, L.P., Deerfield Private Design Fund IV, L.P., Deerfield Mgmt, L.P., Deerfield Mgmt III, L.P., Deerfield Mgmt IV, L.P., Deerfield Management Company, L.P., and James E. Flynn.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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