SEC Form 4 · accession 0000908662-15-000136

CareView Communications Inc · CRVW.OB

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

Joseph Patrick Healey

Director · 10% Owner

Arthur Bruce Cohen

Director · 10% Owner

HealthCor Management, L.P.

Director · 10% Owner

HealthCor Partners GP, LLC

Director · 10% Owner

Jeffrey C Lightcap

Director · 10% Owner

Period of report

Mar 31, 2015

Accepted (ET)

Apr 2, 2015 · 4:14 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001377149

Table I — non-derivative securities

No Table I lines on this filing.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Senior Secured Convertible Note due 2021 (PIK Interest)^F1,F3,F2	$1.25	Mar 31, 2015	A	—	A	—	Apr 20, 2021	Common Stock	366,928	—	I
Senior Secured Convertible Note due 2021 (PIK Interest)^F1,F4,F2	$1.25	Mar 31, 2015	A	—	A	—	Apr 20, 2021	Common Stock	420,810	—	I
Senior Secured Convertible Note due 2022 (PIK Interest)^F1,F3,F2	$1.25	Mar 31, 2015	A	—	A	—	Jan 30, 2022	Common Stock	83,362	—	I
Senior Secured Convertible Note due 2022 (PIK Interest)^F1,F4,F2	$1.25	Mar 31, 2015	A	—	A	—	Jan 30, 2022	Common Stock	95,604	—	I
Senior Secured Convertible Note due 2024 (PIK Interest)^F1,F3,F2	$0.40	Mar 31, 2015	A	—	A	—	Jan 15, 2024	Common Stock	204,677	—	I
Senior Secured Convertible Note due 2024 (PIK Interest)^F1,F4,F2	$0.40	Mar 31, 2015	A	—	A	—	Jan 15, 2024	Common Stock	234,733	—	I
Common Stock Warrants (Right to Buy)^F3,F2	$0.53	Mar 31, 2015	A	465,800	A	—	Mar 31, 2025	Common Stock	465,800	465,800	I
Common Stock Warrants (Right to Buy)^F4,F2	$0.53	Mar 31, 2015	A	534,200	A	—	Mar 31, 2025	Common Stock	534,200	534,200	I

Explanation of responses

F1On March 31, 2015, the Notes held by HCP Fund and Hybrid Fund accrued interest which is payable in kind ("PIK Interest") in the form of additional principal. The PIK Interest accrual reported herein represents the equivalent of 654,968 shares of Common Stock for HCP Fund (as defined below) and 751,146 shares of Common Stock for Hybrid Fund (as defined below) at the applicable conversion prices. Excludes PIK interest on notes issued to HCP Fund and other investors on February 17, 2015, reporting of which is exempt pursuant to Rule 16a-9.
F2Immediately exercisable.
F3HealthCor 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.
F4HealthCor 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 4's filed relating to the same securities.