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CUSIP No. 68621F102
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Page
14
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This Amendment No. 3 (this Amendment No. 3) amends and supplements
the beneficial ownership statement on Schedule 13D originally filed on December 20, 2018 on behalf of Alan A. Ades, Albert Erani, Glenn H. Nussdorf, Dennis Erani, Starr Wisdom, Organo PFG LLC, Organo Investors LLC, Dennis Erani 2012 Issue Trust
dated 12/20/12, Alan Ades 2014 GRAT, Albert Erani Family Trust dated 12/29/2012, GN 2016 Family Trust u/a/d August 12, 2016 and GN 2016 Organo 10-Year GRAT u/a/d September 30, 2016 (collectively, the
Controlling Entities), as amended by Amendment No. 1 to the statement on Schedule 13D filed on November 27, 2019 and Amendment No. 2 to the statement on Schedule 13D filed on November 19, 2020 (such Schedule
13D and amendments, the Original Statement). The Original Statement, as amended by this Amendment No. 3 (the Statement), relates to the shares of Class A common stock, par value $0.0001 per share (the
Shares), of Organogenesis Holdings Inc., a Delaware corporation (the Issuer).
Capitalized terms used herein but not
otherwise defined shall have the meanings ascribed to them in the Original Statement. This Amendment No. 3 amends the Original Statement as specifically set forth herein. Except as set forth in this Amendment No. 3, all previous Items in
the Original Statement remain unchanged.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Original Statement is supplemented as follows:
On May 6, 2021, Organo PFG made a pro rata distribution (the Distribution) of 23,855,148 Shares, including 120,505 shares to
Alan A. Ades, 9,235,495 Shares to Alan A. Ades as trustee of the A. Ades GRAT, 115,685 Shares to Albert Erani, 4,661,129 Shares to Albert Erani as trustee of the Albert Erani 2014 GRAT, and 5,417,900 Shares to Dennis Erani as trustee of the Dennis
Erani 2014 GRAT.
Item 5. Interest in Securities of the Issuer.
Paragraph (a) of Item 5 of the Original Statement is hereby amended and restated as follows:
The percentages of beneficial ownership reported in this Item 5, and on each Reporting Persons cover page to this Statement, are based on a total
of 128,218,266 Shares as reported in the quarterly report on Form 10-Q filed by the Issuer on May 10, 2021. All of the Share numbers reported below, and on each Reporting Persons cover page to this Statement, are as of May 6, 2021. The
cover page to this Statement for each Reporting Person is incorporated by reference in its entirety into this Item 5.
(a)
Alan A. Ades is the beneficial owner of a total of 30,263,246 Shares, representing approximately 23.6% of the outstanding Shares and consisting of (i) 8,406,498 Shares held by Alan Ades, (ii) 10,725,274 Shares held by the A.
Ades GRAT, (iii) 8,279,490 Shares held by Organo PFG and (iv) 2,851,984 Shares held by Organo Investors.
Albert Erani is the beneficial owner of a total
of 19,581,003 Shares, representing approximately 15.3% of the outstanding Shares and consisting of (i) 1,057,201 Shares held by Albert Erani, (ii) 2,731,199 Shares held by the A. Erani Trust, (iii) 8,279,490 Shares held by Organo PFG, (iv) 2,851,984
Shares held by Organo Investors and (v) 4,661,129 Shares held by the Albert Erani 2014 GRAT. Albert Erani is trustee of the Albert Erani 2014 GRAT.