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* Disbrow Jarrett (Last) (First) (Middle) C/O AYTU BIOPHARMA, INC. 373 INVERNESS PARKWAY, SUITE 206 (Street) ENGLEWOOD CO 80112 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/15/2022	3. Issuer Name and Ticker or Trading Symbol AYTU BIOPHARMA, INC [ AYTU ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) X Other (specify below) Chief Business Officer President, Consumer Health	5. 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 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)
Common Stock	255,949(1)(2)(3)(4)(5)	D

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
Employee Stock Option (Right to Buy)	(5)(6)	10/01/2033	Common Stock	164,063	$0.2	D
Employee Stock Option (Right to Buy)	(5)(7)	11/11/2025	Common Stock	13	$3,280	D
Employee Stock Option (Right to Buy)	(5)(8)	07/07/2026	Common Stock	15	$3,280	D

Explanation of Responses:

1. Includes 128,340 unvested restricted shares granted on August 2, 2021. The initial grant was for 220,000 restricted shares with one-third vesting on August 2, 2022. The remaining restricted shares vest quarterly thereafter, at 1/12th of the original grant, with full vesting occurring on August 2, 2024.

2. Includes 33,750 restricted shares granted on October 24, 2018. The restricted shares vest on October 24, 2028.

3. Includes 500 restricted shares granted November 7, 2017. The restricted shares vest on November 7, 2027.

4. Includes 42 restricted shares granted on November 7, 2016. The restricted shares vest on November 7, 2026.

5. Full vesting is subject to continued service through each applicable vesting date.

6. The options were granted on October 1, 2022, and vest as follows: One-third of the options vest on October 1, 2023. The remaining options vest in equal monthly installments until fully vested on October 1, 2025.

7. The options were granted on November 11, 2015, and fully vested on November 11, 2018.

8. The options were granted on July 7, 2016, and fully vested on July 7, 2019.

Remarks:

Exhibit 24.1 Power of Attorney

	/s/ Mark Oki as attorney-in-fact for Jarrett Disbrow	11/15/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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