SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HOFFEN HOWARD I

(Last)

(First)

(Middle)

C/O AMPLITUDE HEALTHCARE HOLDINGS LLC

1177 AVENUE OF THE AMERICAS, FL 40

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Amplitude Healthcare Acquisition Corp [ JSPR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
FORMER DIRECTOR

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Voting Common Stock	09/24/2021		M⁽²⁾		2,300,000	A	⁽¹⁾⁽²⁾	2,300,000	I	See Footnote⁽⁴⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽³⁾	09/24/2021		D		200,000		⁽¹⁾	⁽¹⁾	Class A Common Stock	200,000	$0.00	0	I	See Footnote⁽⁴⁾
Class B Common Stock	⁽¹⁾⁽²⁾	09/24/2021		M⁽²⁾		2,300,000		⁽¹⁾	⁽¹⁾	Class A Common Stock	2,300,000	⁽²⁾	0	I	See Footnote⁽⁴⁾

Explanation of Responses:

1. As described in the Issuer's registration statement on Form S-1 (File No. 333-234324) under the heading "Description of Securities--Founder Shares", the shares of Class B Common Stock will automatically convert into shares of Class A Common Stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustment described therein and have no expiration date.

2. On September 24, 2021, Amplitude Healthcare Acquisition Corporation ("AMHC" and the former name of the Issuer) consummated its business combination with Jasper Therapeutics, Inc. (the former name of Jasper Tx Corp.). In connection with the business combination, each share of Class B Common Stock converted to one share of Voting Common Stock. The reporting person resigned as a director and as an officer of the Issuer upon consummation of the business combination.

3. Pursuant to an agreement by and between the Issuer and Amplitude Healthcare Holdings LLC, concurrent with the consummation of the business combination, these shares of Class B Common Stock were forfeited to the Issuer as of immediately prior to the Merger.

4. Amplitude Healthcare Holdings LLC, is the record holder of the shares reported herein. Mr. Hoffen may be deemed to share beneficial ownership of shares held by Amplitude Healthcare Holdings LLC. Mr. Hoffen disclaims beneficial ownership of the shares held by Amplitude Healthcare Holdings LLC except to the extent of his pecuniary interest therein.

	/s/ Howard Hoffen	09/28/2021
	** Signature of Reporting Person	Date
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SEC Form 4: Hoffen Howard I converted options into 2,300,000 units of Voting Common Stock