Submission of Matters to a Vote of Security

On May 24, 2016, ProPhase Labs, Inc. (the Company) held its Annual Meeting of Stockholders (the

Annual Meeting

). As at the record date of April 14, 2016, the Company had 17,080,776 shares of common stock, par value $0.0005 per share (the Common Stock), outstanding and entitled to vote at the Annual Meeting. The following is a listing of the votes cast for or withheld, and the number of broker non-votes, with respect to each nominee for director and a listing of the votes cast for and against, as well as abstentions and broker-non votes, with respect to each other matter voted upon at the Annual Meeting, as applicable. At the Annual Meeting, the Companys stockholders (i) elected each nominee as a director, (ii) approved an amendment and restatement of our Amended and Res tated 2010 Equity Compensation Plan to increase the number of shares issuable thereunder by seven hundred thousand (700,000) shares, (iii) ratified the appointment of EisnerAmper LLP as the companys independent registered public accounting firm for the fiscal year ending December 31, 2016 and (iv) the stockholders, in an advisory and non-binding resolution, approved the compensation of the Companys named executive officers.

1.

Directors Information:

Number of Shares

Director

For

Withheld

Broker Non-Votes

1. Ted Karkus

9,686,630

2,596,969

3,416,947

2. Jason Barr

9,849,588

2,434,011

3,416,947

3. Mark Burnett

9,690,064

2,593,535

3,416,947

4. Louis Gleckel, MD

9,650,264

2,633,335

3,416,947

5. Mark Leventhal

9,692,230

2,591,369

3,416,947

6. James McCubbin

4,641,798

7,641,801

3,416,947

2.

To approved an amendment and restatement of our Amended and Restated 2010 Equity Compensation Plan to increase the number of shares issuable thereunder by seven hundred thousand (700,000) shares,

For

Against

Abstentions

Broker Non-Votes

9,755,127

2,523,072

5,400

3,416,947

3.

To ratify the appointment of EisnerAmper LLP as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2016:

For

Against

Abstentions

Broker Non-Votes

13,222,863

110,371

2,367,312

-

4.

To approve, in an advisory and non-binding resolution, the compensation of the Companys named executive officers:

For

Against

Abstentions

Broker Non-Votes

9,409,901

2,867,398

6,300

3,416,947

-

2

-

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PROPHASE LABS, INC.

Dated:

May 25, 2016

By:

/s/ Robert V. Cuddihy, Jr.

Robert V. Cuddihy, Jr.

Chief Operating Officer and Chief Financial Officer

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3

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Other recent filings from the company include the following:

ProPhase Labs's Chief Financial Officer just picked up 360,000 shares - Sept. 15, 2017
Tender offer statement by Issuer - Aug. 25, 2017

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