Sec Form 4 Filing - Fernandez Charles M. @ Progressive Care Inc. - 2023-07-01

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 Fernandez Charles M. 2. Issuer Name and Ticker or Trading Symbol Progressive Care Inc. [ RXMD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman & CEO (Last) (First) (Middle) C/O NEXTPLAT CORP, 3250 MARY ST., SUITE 410 3. Date of Earliest Transaction (MM/DD/YY) 07/01/2023 (Street) COCONUT GROVE, FL33133 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 Common Stock 07/01/2023 X 228,240 A $ 2.2 1,557,356 ( 8 ) I By eAperion Partners LLC ( 7 ) Common Stock 07/01/2023 S( 1 ) 112,838 D $ 4.45 1,444,518 I By eAperion Partners LLC ( 7 ) Common Stock 07/01/2023 X 190,000 A $ 2.2 1,634,518 I By eAperion Partners LLC ( 7 ) Common Stock 07/01/2023 S( 2 ) 93,932 D $ 4.45 1,540,586 I By eAperion Partners LLC ( 7 ) Common Stock 07/01/2023 X 455,000 A $ 2.2 1,995,586 I By NextPlat Corp ( 6 ) Common Stock 07/01/2023 S( 3 ) 224,944 D $ 4.45 1,770,642 I By NextPlat Corp ( 6 ) Common Stock 07/01/2023 X 340,599 A $ 2.2 2,111,241 I By NextPlat Corp ( 6 ) Common Stock 07/01/2023 S( 4 ) 168,386 D $ 4.45 1,942,855 I By NextPlat Corp ( 6 ) Common Stock 07/01/2023 X( 5 ) 230,000 A $ 2.2 2,172,855 I By NextPlat Corp ( 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 Common Stock Warrant $ 2.2 07/01/2023 X 228,240 05/09/2023 05/09/2028 Common Stock 228,240 $ 0 0 I By eAperion Partners LLC ( 7 ) Common Stock Warrant $ 2.2 07/01/2023 X 190,000 05/09/2023 05/09/2026 Common Stock 190,000 $ 0 0 I By eAperion Partners LLC ( 7 ) Common Stock Warrant $ 2.2 07/01/2023 X 455,000 05/09/2023 05/09/2026 Common Stock 455,000 $ 0 0 I By NextPlat Corp ( 6 ) Common Stock Warrant $ 2.2 07/01/2023 X 340,599 05/09/2023 05/09/2026 Common Stock 340,599 $ 0 0 I By NextPlat Corp ( 6 ) Common Stock Warrant $ 2.2 07/01/2023 X 230,000 05/09/2023 05/09/2028 Common Stock 230,000 $ 0 0 I By NextPlat Corp ( 6 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Fernandez Charles M. C/O NEXTPLAT CORP 3250 MARY ST., SUITE 410 COCONUT GROVE, FL33133 X X Chairman & CEO Signatures /s/ Charles M. Fernandez 10/20/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On July 1, 2023, eAperion Partners, LLC exercised a Conversion Warrant to purchase 228,240 shares of RXMD common stock for $2.20 a share. eAperion Partners, LLC paid the exercise price on a cashless basis, resulting in RXMD's withholding of 112,838 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 115,402 shares. ( 2 )On July 1, 2023, eAperion Partners, LLC exercised an Inducement Warrant to purchase 190,000 shares of RXMD common stock for $2.20 a share. eAperion Partners, LLC paid the exercise price on a cashless basis, resulting in RXMD's withholding of 93,932 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 96,068 shares. ( 3 )On July 1, 2023, NextPlat Corp exercised a Warrant to purchase 455,000 shares of RXMD common stock for $2.20 a share. NextPlat Corp paid the exercise price on a cashless basis, resulting in RXMD's withholding of 224,944 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 230,056 shares. ( 4 )On July 1, 2023, NextPlat Corp exercised a Conversion Warrant to purchase 340,599 shares of RXMD common stock for $2.20 a share. NextPlat Corp paid the exercise price on a cashless basis, resulting in RXMD's withholding of 168,386 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 172,213 shares. ( 5 )On July 1, 2023, NextPlat Corp, exercised a Conversion Warrant to purchase 230,000 shares of RXMD common stock for $2.20 per share. NextPlat Corp paid the exercise price on a cash basis. ( 6 )The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. ( 7 )The Reporting Person is the sole member and managing member of eAperion Partners LLC. ( 8 )Includes 18,261 shares of common stock directly held by the Reporting Person; 1,071,251 shares of common stock held indirectly by NextPlat Corp., of which the Reporting Person is the Chief Executive Officer; and 239,604 shares of common stock held indirectly by eAperion Partners LLC, of which the Reporting person is the sole member and managing member.

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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