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Ownership Document |
Schema Version: X0306 |
Document Type: 4 |
Period of Report: 12/31/19 |
Issuer: |
| Issuer CIK: 1377149 |
| Issuer Name: CareView Communications Inc |
| Issuer Trading Symbol: CRVW.OB |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1343781 |
| | Owner Name: HealthCor Management, L.P. |
| Reporting Owner Address: |
| | Owner Street 1: 55 HUDSON YARDS, 28TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10001 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1519460 |
| | Owner Name: HealthCor Partners GP, LLC |
| Reporting Owner Address: |
| | Owner Street 1: 1325 AVENUE OF AMERICAS, 28TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10019 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1519465 |
| | Owner Name: Lightcap Jeffrey C |
| Reporting Owner Address: |
| | Owner Street 1: 1325 AVENUE OF AMERICAS, 28TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10019 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1343780 |
| | Owner Name: Cohen Arthur Bruce |
| Reporting Owner Address: |
| | Owner Street 1: 12 SOUTH MAIN STREET |
| | Owner Street 2: SUITE #203 |
| | Owner City: NORWALK |
| | Owner State: CT |
| | Owner ZIP Code: 06854 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1343779 |
| | Owner Name: Healey Joseph Patrick |
| Reporting Owner Address: |
| | Owner Street 1: 55 HUDSON YARDS, 28TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10001 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Non-Derivative Table: |
Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Senior Secured Convertible Note due 2024 (PIK Interest) |
| | | Footnote ID: F1 |
| | Conversion or Exercise Price: |
| | | Value: 0.40 |
| | Transaction Date: |
| | | Value: 12/31/19 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Total Value: |
| Value: 115,540 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Value: 1/15/24 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 288,851 |
| | Post-Transaction Amounts: |
| | | Value Owned Following Transaction: |
| Value: 4,737,149 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By HCP Fund |
| Footnote ID: F3 |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Senior Secured Convertible Note due 2024 (PIK Interest) |
| | | Footnote ID: F1 |
| | Conversion or Exercise Price: |
| | | Value: 0.40 |
| | Transaction Date: |
| | | Value: 12/31/19 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Total Value: |
| Value: 132,507 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Value: 1/15/24 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 331,267 |
| | Post-Transaction Amounts: |
| | | Value Owned Following Transaction: |
| Value: 5,432,772 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Hybrid Fund |
| Footnote ID: F4 |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Senior Secured Convertible Note due 2029 (PIK Interest) |
| | | Footnote ID: F1 |
| | Conversion or Exercise Price: |
| | | Value: 0.03 |
| | Transaction Date: |
| | | Value: 12/31/19 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Total Value: |
| Value: 1,637 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Value: 5/14/29 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 54,559 |
| | Post-Transaction Amounts: |
| | | Value Owned Following Transaction: |
| Value: 54,013 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Jeffrey Lightcap |
Footnotes: |
| Footnote - F1: On December 31, 2019, the 2014 Notes held by HCP Fund and Hybrid Fund and the 2019 Note held by Mr. Lightcap accrued interest which is payable in kind ("PIK Interest") in the form of additional principal. Excludes PIK interest on notes issued to certain reporting persons and other investors on February 17, 2015, February 23, 2018, and July 13, 2018, reporting of which is exempt pursuant to Rule 16a-9. |
| Footnote - F2: Immediately exercisable. |
| Footnote - F3: HealthCor Partners Fund, L.P. ("HCP Fund") is a private investment partnership which is the direct beneficial owner of the securities reported herein. HealthCor Partners L.P. serves as its general partner and HealthCor Partners GP, LLC ("HCPGP") serves as the general partner of HealthCor Partners L.P. HealthCor Partners Management, L.P. serves as the investment manager to HCP Fund and HealthCor Partners Management GP, LLC ("HCPMGP") serves as the general partner to HealthCor Partners Management, L.P. Jeffrey C. Lightcap, Arthur Cohen and Joseph Healey are managing members of HCPMGP and HCPGP. Each person disclaims beneficial ownership of any securities that exceed their pecuniary interest in the securities held by these entities. Mr. Lightcap was appointed a director of the issuer in connection with the initial investment. |
| Footnote - F4: HealthCor Hybrid Offshore Master Fund, L.P. ("Hybrid Fund") is a private investment partnership which is the direct beneficial owner of the securities reported herein. HealthCor Hybrid Offshore GP, LLC ("Offshore GP") serves as its general partner and HealthCor Group, LLC ("Group") serves as the general partner of Offshore GP. HealthCor Management, L.P. serves as the investment manager to Hybrid Fund and HealthCor Associates, LLC ("Associates") serves as the general partner to HealthCor Management, L.P. Arthur Cohen and Joseph Healey are managing members of Associates and Group. Each reporting person disclaims beneficial ownership of any securities that exceed their pecuniary interest in the securities held by these entities. |
Remarks: HealthCor Management, L.P. is the designated filer on behalf of the reporting persons listed on Exhibit 99.1, attached hereto. Due to the number of reporting persons, this is one of two Form 4s filed relating to the same securities. |
Owner Signature: |
| Signature Name: HealthCor Management, L.P., By: HealthCor Associates, LLC, its general partner, By: /s/ Anabelle P. Gray, General Counsel |
| Signature Date: 1/2/20 |
Owner Signature: |
| Signature Name: HealthCor Partners GP, LLC, By: /s/ Anabelle P. Gray, General Counsel |
| Signature Date: 1/2/20 |
Owner Signature: |
| Signature Name: /s/ Anabelle P. Gray as attorney-in-fact for Jeffrey C. Lightcap |
| Signature Date: 1/2/20 |
Owner Signature: |
| Signature Name: /s/ Anabelle P. Gray as attorney-in-fact for Arthur Cohen |
| Signature Date: 1/2/20 |
Owner Signature: |
| Signature Name: /s/ Anabelle P. Gray as attorney-in-fact for Joseph Healey |
| Signature Date: 1/2/20 |