Sec Form 4 Filing - HC Sponsor LLC @ Hyperfine, Inc. - 2021-12-29

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HC Sponsor LLC
2. Issuer Name and Ticker or Trading Symbol
Hyperfine, Inc. [ HYPR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
31 HUDSON YARDS, 10TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/29/2021
(Street)
NEW YORK, NY10001
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 5,534,000 D( 1 )
Class A Common Stock 12/29/2021 P 100,000 A $ 7 1,100,000 I See Footnotes( 1 )( 2 )
Class A Common Stock 01/10/2022 P 13,677 A $ 6.698( 3 ) 1,113,677 I See Footnote( 1 )
Class A Common Stock 01/11/2022 P 2,913 A $ 6.728( 4 ) 1,116,590 I See Footnote( 1 )
Class A Common Stock 01/12/2022 P 8,410 A $ 6.569( 5 ) 1,125,000 I See Footnote( 1 )
Class A Common Stock 01/21/2022 P 25,000 A $ 4.502 1,150,000 I See Footnote( 1 )
Class A Common Stock 01/26/2022 P 78,053 A $ 3.747( 6 ) 1,228,053 I See Footnote( 1 )
Class A Common Stock 02/03/2022 P 21,947 A $ 4 1,250,000 I See Footnote( 1 )
Class A Common Stock 12/16/2022 J( 7 ) 5,534,000 D $ 0 0 D( 1 )( 8 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HC Sponsor LLC
31 HUDSON YARDS
10TH FLOOR
NEW YORK, NY10001
X
HealthCor Group, LLC
31 HUDSON YARDS, 10TH FLOOR
NEW YORK, NY10001
X
Cohen Arthur Bruce
12 SOUTH MAIN STREET
SUITE #203
NORWALK, CT06854
X
Healey Joseph Patrick
31 HUDSON YARDS, 10TH FLOOR
NEW YORK, NY10001
X
Signatures
/s/ Arthur Bruce Cohen, as Authorized Signatory for HC Sponsor LLC 12/20/2022
Signature of Reporting Person Date
/s/ Arthur Bruce Cohen, as Authorized Signatory for HealthCor Group, LLC 12/20/2022
Signature of Reporting Person Date
/s/ Arthur Bruce Cohen 12/20/2022
Signature of Reporting Person Date
/s/ Joseph Patrick Healey 12/20/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 is being filed by HC Sponsor LLC (the "Sponsor"). HealthCor Group, LLC ("HealthCor Group") shares voting and/or dispositive control over the securities held by the Sponsor. HealthCor Group is controlled by Messrs. Arthur B. Cohen and Joseph P. Healey. Accordingly, all of the shares held by Sponsor may be deemed to be beneficially held by Messrs Cohen and Healey. Each such reporting person disclaims beneficial ownership of all securities reported herein except to the extent of their respective pecuniary interest therein.
( 2 )Includes 1,000,000 shares previously reported as owned directly. These shares are held by affiliates of the Reporting Persons. HealthCor Group shares voting and/or dispositive control over these securities.
( 3 )The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.676 to $6.75, inclusive. The reporting persons undertake to provide to the issuer, any securityholder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) through (6) to this Form 4.
( 4 )The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.724 to $6.75, inclusive.
( 5 )The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.55 to $6.613, inclusive.
( 6 )The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.731 to $3.75, inclusive.
( 7 )Sponsor distributed these shares to its members on a pro rata basis for no consideration.
( 8 )A fund controlled by HealthCor Group and Messrs. Cohen and Healey are each members of Sponsor and received 526,020, 781,226 and 781, 227 shares in the distribution. Those shares are now owned by such persons directly.

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