Sec Form 4 Filing - Rosen Steven H @ INVACARE CORP - 2022-06-21

Insider filing report for Changes in Beneficial Ownership
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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
Rosen Steven H
2. Issuer Name and Ticker or Trading Symbol
INVACARE CORP [ IVC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Member of a 10% owner group
(Last) (First) (Middle)
25101 CHAGRIN BOULEVARD, SUITE 350
3. Date of Earliest Transaction (MM/DD/YY)
06/21/2022
(Street)
CLEVELAND, OH44122
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
Common Shares, no par value 06/21/2022 P 100,000 A $ 1.44( 1 ) 3,896,558 I As sole manager of Azurite Management LLC( 3 )
Common Shares, no par value 06/27/2022 P 50,000 A $ 1.51( 2 ) 3,946,558 I As sole manager of Azurite Management 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rosen Steven H
25101 CHAGRIN BOULEVARD, SUITE 350
CLEVELAND, OH44122
X Member of a 10% owner group
Azurite Management LLC
25101 CHAGRIN BOULEVARD, SUITE 350
CLEVELAND, OH44122
X Member of a 10% owner group
Signatures
/s/ Steven H. Rosen, as manager of Azurite Management, LLC 06/27/2022
Signature of Reporting Person Date
/s/ Steven H. Rosen 06/27/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in column 4 is a weighted average price. These common shares, no par value (the "Common Shares") were sold in multiple transactions at prices ranging from $1.3666 to $1.53, inclusive. The Reporting Persons undertake to provide to Invacare Corporation (the "Issuer"), any securityholder of the Issuer or the staff of the Securities and Exchange Commission ("SEC Staff"), upon request, full information regarding the number of shares sold at each price within the range specified herein.
( 2 )The price reported in column 4 is a weighted average price. These Common Shares were sold in multiple transactions at prices ranging from $1.50 to $1.5362, inclusive. The Reporting Persons undertake to provide to the Issuer, any securityholder of the Issuer or the staff of the SEC, upon request, full information regarding the number of Common Shares sold at each price within the range specified herein.
( 3 )Azurite Management LLC ("Azurite") is the owner of record of all such Common Shares. Mr. Rosen, in his capacity as the sole manager of Azurite, has the ability to indirectly control the decisions of Azurite regarding the vote and disposition of securities held by Azurite, and as such may be deemed to have indirect beneficial ownership of the Common Shares held by Azurite.

Remarks:
The Reporting Persons (Mr. Rosen and Azurite), along with Crawford United Corporation ("Crawford United"), Edward F. Crawford and Matthew V. Crawford, comprise a group within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. Crawford United and Messrs. Crawford separately own Common Shares of the Issuer. Mr. Rosen and Azurite disclaim beneficial ownership over the Common Shares separately owned by Crawford United and Messrs. Crawford and any other Common Shares owned by the group, except to the extent of their respective pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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