Sec Form 4 Filing - Bacchus Amir @ P3 Health Partners Inc. - 2023-04-06

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 Bacchus Amir 2. Issuer Name and Ticker or Trading Symbol P3 Health Partners Inc. [ PIII] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Medical Officer (Last) (First) (Middle) C/O P3 HEALTH PARTNERS INC., 2370 CORPORATE CIRCLE, SUITE 300 3. Date of Earliest Transaction (MM/DD/YY) 04/06/2023 (Street) HENDERSON, NV89074 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 Class A Common Stock 04/06/2023 A 1,005,193 ( 1 ) A 1,005,193 D Class A Common Stock 04/06/2023 A 251,298 ( 2 ) A 251,298 I By Charlee Co LLC ( 3 ) Class V Common Stock 15,032,528 D Class V Common Stock 3,758,130 I By Charlee Co LLC ( 3 )

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 Warrant $ 1.13 04/06/2023 A 753,895 ( 1 ) ( 4 ) 04/05/2028 Class A Common Stock 753,895 ( 1 ) 753,895 D Warrant $ 1.13 04/06/2023 A 188,474 ( 2 ) ( 4 ) 04/05/2028 Class A Common Stock 188,474 ( 2 ) 188,474 I By Charlee Co LLC ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Bacchus Amir C/O P3 HEALTH PARTNERS INC. 2370 CORPORATE CIRCLE, SUITE 300 HENDERSON, NV89074 X Chief Medical Officer Signatures /s/ Jessica Puathasnanon, as attorney-in-fact 04/10/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reported securities were issued in connection with the Issuer's sale of 1,005,193 Units purchased by the Reporting Person for $1.1938 per Unit. Each Unit consists of (i) one share of Class A Common Stock and (ii) 0.75 of a warrant to purchase one share of Class A Common Stock. ( 2 )The reported securities were issued in connection with the Issuer's sale of 251,298 Units purchased by the Reporting Person for $1.1938 per Unit. Each Unit consists of (i) one share of Class A Common Stock and (ii) 0.75 of a warrant to purchase one share of Class A Common Stock. ( 3 )These shares are held directly by Charlee Co LLC, an entity for which the Reporting Person serves as managing member. ( 4 )Exercisable Immediately.

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).

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