0001062993-23-008385.txt : 20230404 0001062993-23-008385.hdr.sgml : 20230404 20230404060434 ACCESSION NUMBER: 0001062993-23-008385 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20230330 FILED AS OF DATE: 20230404 DATE AS OF CHANGE: 20230404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Healey Joseph Patrick CENTRAL INDEX KEY: 0001343779 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 23795012 MAIL ADDRESS: STREET 1: 31 HUDSON YARDS, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cohen Arthur Bruce CENTRAL INDEX KEY: 0001343780 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 23795013 MAIL ADDRESS: STREET 1: 12 SOUTH MAIN STREET STREET 2: SUITE #203 CITY: NORWALK STATE: CT ZIP: 06854 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lightcap Jeffrey C CENTRAL INDEX KEY: 0001519465 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 23795014 MAIL ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Management, L.P. CENTRAL INDEX KEY: 0001343781 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 23795016 BUSINESS ADDRESS: STREET 1: 31 HUDSON YARDS, 11TH FLOOR STREET 2: OFFICE 60 CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 212-622-7874 MAIL ADDRESS: STREET 1: 31 HUDSON YARDS, 11TH FLOOR STREET 2: OFFICE 60 CITY: NEW YORK STATE: NY ZIP: 10001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Partners GP, LLC CENTRAL INDEX KEY: 0001519460 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 23795015 BUSINESS ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-622-7871 MAIL ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CareView Communications Inc CENTRAL INDEX KEY: 0001377149 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 954659068 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 405 STATE HIGHWAY 121 STREET 2: SUITE B-240 CITY: LEWISVILLE STATE: TX ZIP: 75067 BUSINESS PHONE: 972-943-6050 MAIL ADDRESS: STREET 1: 405 STATE HIGHWAY 121 STREET 2: SUITE B-240 CITY: LEWISVILLE STATE: TX ZIP: 75067 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0407 4 2023-03-30 0001377149 CareView Communications Inc CRVW.OB 0001343781 HealthCor Management, L.P. 55 HUDSON YARDS, 28TH FLOOR NEW YORK NY 10001 1 0 1 0 0001519460 HealthCor Partners GP, LLC 701 EAST BAY STREET, SUITE 516 CHARLESTON SC 29403 1 0 1 0 0001519465 Lightcap Jeffrey C 701 EAST BAY STREET, SUITE 516 CHARLESTON SC 29403 1 0 1 0 0001343780 Cohen Arthur Bruce 12 SOUTH MAIN STREET SUITE #203 NORWALK CT 06854 1 0 1 0 0001343779 Healey Joseph Patrick 55 HUDSON YARDS, 28TH FLOOR NEW YORK NY 10001 1 0 1 0 0 Common Stock 2023-03-30 4 C 0 86515000 .10 A 86515000 I By HCP Fund Common Stock 2023-03-30 4 C 0 93485000 .10 A 93485000 I By Hybrid Fund Common Stock 2023-03-30 4 C 0 6500000 .10 A 6500000 I By Jeffrey Lightcap Common Stock 2023-03-30 4 C 0 7000000 .10 A 7000000 I By Jeffrey Lightcap IRA Common Stock 2023-03-30 4 C 0 8141660 .10 A 8141660 I By Arthur Cohen Common Stock 2023-03-30 4 C 0 6000000 .10 A 6000000 I By Joseph Healey Senior Secured Convertible Note due 2023 .10 2023-03-30 4 C 0 8651500 0 D 2022-12-30 2023-12-31 Common Stock 86515000 8651500 I By HCP Fund Senior Secured Convertible Note due 2023 .10 2023-03-30 4 C 0 9348500 0 D 2022-12-30 2023-12-31 Common Stock 93485000 9348500 I By Hybrid Fund Senior Secured Convertible Note due 2023 .10 2023-03-30 4 C 0 650000 0 D 2022-12-30 2023-12-31 Common Stock 6500000 0 I By Jeffrey Lightcap Senior Secured Convertible Note due 2023 .10 2023-03-30 4 C 0 700000 0 D 2022-12-30 2023-12-31 Common Stock 7000000 0 I By Jeffrey Lightcap IRA Senior Secured Convertible Note due 2023 .10 2023-03-30 4 C 0 814166 0 D 2022-12-30 2023-12-31 Common Stock 8141660 0 I By Arthur Cohen Senior Secured Convertible Note due 2023 .10 2023-03-30 4 C 0 600000 0 D 2022-12-30 2023-12-31 Common Stock 6000000 0 I By Joseph Healey 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. 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. 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. HealthCor Management, L.P., By: HealthCor Associates, LLC, its general partner, By: /s/ Arthur Bruce Cohen, Authorized Signatory 2023-04-04 HealthCor Partners GP, LLC, By: /s/ Jeffrey C. Lightcap, Member 2023-04-04 /s/ Jeffrey C. Lightcap 2023-04-04 /s/ Arthur Bruce Cohen 2023-04-04 /s/ Joseph Healey 2023-04-04 EX-24 2 exhibit24.txt EXHIBIT 24 POA POWER OF ATTORNEY Know all by these presents that each of the undersigned hereby individually constitutes and appoints John Doherty the undersigned's true and lawful attorney-in-fact, to: (1) execute for and on behalf of the undersigned a Form ID application, and any amendments thereto, to be filed with the Securities and Exchange Commission to obtain or update EDGAR codes for the undersigned; (2) execute for and on behalf of the undersigned Forms 3, 4, and 5 and Schedules 13D or 13G, as appropriate, and any amendments thereto (collectively, "Reports"), with respect to his securities ownership of CareView Communications, Inc. (the "Company"), in accordance with Section 13(d) and/or Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Report and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents execute by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. Each of the undersigned hereby individually grants to such attorney- in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney- in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. Each of the undersigned hereby individually acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 13(d) or 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned are no longer required to file Reports with respect to such undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to be executed as of this 4th day of October 2021. /s/ Jeffrey C. Lightcap /s/ Arthur Cohen /s/ Joseph Healy EX-99 3 exhibit99.txt EXHIBIT 99.1 Exhibit 99.1 1. HealthCor Management, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 2. HealthCor Associates, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 3. HealthCor Hybrid Offshore Master Fund, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 4. HealthCor Hybrid Offshore GP, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 5. HealthCor Group, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 6. HealthCor Partners Management, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 7. HealthCor Partners Management GP, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 8. HealthCor Partners Fund, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 9. HealthCor Partners, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 10. HealthCor Partners GP, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 11. Jeffrey C. Lightcap 55 Hudson Yards, 28th Fl., New York, NY 10001; 12. Arthur Cohen 12 South Main St., Suite 203, Norwalk, CT 06854; 13. Joseph Healey 55 Hudson Yards, 28th Fl., New York, NY 10001;