Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Neuronetics, Inc. (Name of Issuer) |
Common Stock, $0.01 par value (Title of Class of Securities) |
64131A105 (CUSIP Number) |
Jorey Chernett 6222 Indianwood Tr., Bloomfield Hills, MI, 48301 (248) 469-8811 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/06/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 64131A105 |
| 1 |
Name of reporting person
Chernett Jorey | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
9,778,718.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
14.12 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, $0.01 par value | |
| (b) | Name of Issuer:
Neuronetics, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
3222 PHOENIXVILLE PIKE, MALVERN,
PENNSYLVANIA
, 19355. | |
Item 1 Comment:
This Amendment No. 1 to Schedule 13D ("Amendment No. 1") amends and supplements the Schedule 13D initially filed by the Reporting Person on March 31, 2026 (the "Original Schedule 13D") with respect to the Shares. Except as specifically amended and supplemented hereby, the Original Schedule 13D remains in full force and effect. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Original Schedule 13D. | ||
| Item 4. | Purpose of Transaction | |
Item 4 is hereby amended to add the following: On April 6, 2026, the Reporting Person delivered a letter (the "Letter") to the Board of Directors of the Issuer (the "Board") calling for the immediate initiation of a comprehensive review of strategic alternatives, including the potential sale of the Issuer's transcranial magnetic stimulation ("TMS") business. In the Letter, the Reporting Person expressed the view that the Issuer's current structure and strategy are not maximizing shareholder value and that separating or divesting the TMS business should be evaluated as part of a broader strategic review. The Reporting Person also noted that such a transaction could enhance the Issuer's financial flexibility and allow for a more focused strategic direction. The Reporting Person urged the Board to engage qualified investment bankers and immediately commence a formal process to evaluate strategic alternatives. A copy of the Letter is filed as Exhibit 1 to this Amendment No. 1 and is incorporated herein by reference. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Item 7 is hereby amended to add the following: Exhibit 1: Letter from Jorey Chernett to the Board of Directors of Neuronetics, Inc., dated April 6, 2026. | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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