SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* SkyKnight Aero Holdings, LLC (Last) (First) (Middle) ONE LETTERMAN DR., BLDG. C, SUITE 3-950 (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/02/2021	3. Issuer Name and Ticker or Trading Symbol AdaptHealth Corp. [ AHCO ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	2,930,374(1)	D(2)
Class A Common Stock	1,255,874(1)	I	See Footnote(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series C Preferred Stock	(4)	(4)	Class A Common Stock	2,732,440(1)	(4)	D(2)
Series C Preferred Stock	(4)	(4)	Class A Common Stock	1,171,045(1)	(4)	I	See Footnote(3)

1. Name and Address of Reporting Person* SkyKnight Aero Holdings, LLC (Last) (First) (Middle) ONE LETTERMAN DR., BLDG. C, SUITE 3-950 (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SkyKnight Capital, L.P. (Last) (First) (Middle) ONE LETTERMAN DR., BLDG. C, SUITE 3-950 (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SkyKnight Capital Management, LLC (Last) (First) (Middle) ONE LETTERMAN DR., BLDG. C, SUITE 3-950 (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SkyKnight Capital Fund II, L.P. (Last) (First) (Middle) ONE LETTERMAN DR., BLDG. C, SUITE 3-950 (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SkyKnight Capital II GP, LLC (Last) (First) (Middle) ONE LETTERMAN DR., BLDG. C, SUITE 3-950 (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Ebbel Matthew (Last) (First) (Middle) ONE LETTERMAN DR., BLDG. C, SUITE 3-950 (Street) SAN FRANCISCO CA 94129 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. On December 1, 2020, the Issuer entered into Agreement and Plan of Merger (the "Merger Agreement") with AH Apollo Merger Sub Inc. ("Merger Sub I"), AH Apollo Merger Sub II Inc. ("Merger Sub II"), Peloton Equity, LLC (the "Stockholder Representative") and AeroCare Holdings, Inc. ("AeroCare"). The effective time of the merger occurred on February 1, 2021, at which time the outstanding shares of the Common Stock and Series C Preferred Stock of AeroCare were converted into the right to receive, among other things, shares of the Issuer's Class A Common Stock and Series C Preferred Stock, respectively, pursuant to the Merger Agreement.

2. Shares held by SkyKnight Aero Holdings, LLC ("SkyKnight Aero Holdings"). SkyKnight Capital, L.P. ("SkyKnight Capital") is the manager of SkyKnight Aero Holdings. SkyKnight Capital Management, LLC ("SkyKnight Capital Management") is the general partner of SkyKnight Capital. Matthew Ebbel is the managing member of SkyKnight Capital Management. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.

3. Shares held by SkyKnight Capital Fund II, L.P. ("SkyKnight Fund II"). SkyKnight Capital II GP, LLC ("SkyKnight II GP") is the general partner of SkyKnight Fund II. Matthew Ebbel is the managing member of SkyKnight II GP. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.

4. Upon approval by the stockholders of the Issuer pursuant to the terms of the Merger Agreement, each share of Series C Preferred Stock will be convertible on a 100-for-one basis into the number of shares of the Issuer's Class A Common Stock shown in Column 3, subject to adjustments as set forth in the Certificate of Designation, Preferences and Rights of Series C Convertible Preferred Stock, Par Value $0.0001, of AdaptHealth Corp. dated as of January 29, 2021. The Series C Preferred Stock has no expiration date.

Remarks:

Theodore B. Lundberg was appointed to the board of directors of the Issuer on February 2, 2021 and has been deputized to represent the Reporting Persons on the board of directors of the Issuer. By virtue of Mr. Lundberg's representation, for purposes of Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons may be deemed directors by deputization of the Issuer. This filing shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act or otherwise, or is subject to Section 16 of the Exchange Act, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.

	SkyKnight Aero Holdings, LLC, By: SkyKnight Capital, L.P., its manager, By: SkyKnight Capital Management, LLC, its general partner, By: /s/ Matthew Ebbel, Title: Managing Member	02/04/2021
	SkyKnight Capital, L.P., By: SkyKnight Capital Management, LLC, its general partner, By: /s/ Matthew Ebbel, Title: Managing Member	02/04/2021
	SkyKnight Capital Management, LLC, By: /s/ Matthew Ebbel, Title: Managing Member	02/04/2021
	SkyKnight Capital Fund II, L.P, By: SkyKnight Capital II GP, LLC, its manager, By: /s/ Matthew Ebbel, Title: Managing Member	02/04/2021
	SkyKnight Capital II GP, LLC, By: /s/ Matthew Ebbel, Title: Managing Member	02/04/2021
	/s/ Matthew Ebbel	02/04/2021
	** Signature of Reporting Person	Date
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