Sec Form 4 Filing - HealthCor Management, L.P. @ CareView Communications Inc - 2019-06-30

Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security.

Form 4: Statement of changes in beneficial ownership, filed before the end of the 2nd business day following the day on which a transaction resulting in a change in beneficial ownership.

"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
The following is an SEC EDGAR document rendered as filed.
Here is the list of insider trading transaction codes.

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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person *
HealthCor Management, L.P.
2. Issuer Name and Ticker or Trading Symbol
CareView Communications Inc [ CRVW.OB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
55 HUDSON YARDS, 28TH FLOOR,
3. Date of Earliest Transaction (MM/DD/YY)
06/30/2019
(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
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
Senior Secured Convertible Note due 2024 (PIK Interest) ( 1 ) $ 0.4 06/30/2019 A ( 2 ) 01/15/2024 Common Stock 274,932 $ 0 $ 4,508,887 I By HCP Fund ( 3 )
Senior Secured Convertible Note due 2024 (PIK Interest) ( 1 ) $ 0.4 06/30/2019 A ( 2 ) 01/15/2024 Common Stock 315,304 $ 0 $ 5,170,991 I By Hybrid Fund ( 4 )
Senior Secured Convertible Note due 2029 (PIK Interest) ( 1 ) $ 0.03 06/30/2019 A ( 2 ) 05/14/2029 Common Stock 26,302 $ 0 $ 50,789 I By Jeffrey Lightcap
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HealthCor Management, L.P.
55 HUDSON YARDS, 28TH FLOOR
NEW YORK, NY10001
X X
HealthCor Partners GP, LLC
1325 AVENUE OF AMERICAS, 28TH FLOOR
NEW YORK, NY10019
X X
Lightcap Jeffrey C
1325 AVENUE OF AMERICAS, 28TH FLOOR
NEW YORK, NY10019
X X
Cohen Arthur Bruce
12 SOUTH MAIN STREET
SUITE #203
NORWALK, CT06854
X X
Healey Joseph Patrick
55 HUDSON YARDS, 28TH FLOOR
NEW YORK, NY10001
X X
Signatures
HealthCor Management, L.P., By: HealthCor Associates, LLC, its general partner, By: /s/ Anabelle P. Gray, General Counsel 07/02/2019
** Signature of Reporting Person Date
HealthCor Partners GP, LLC, By: /s/ Anabelle P. Gray, General Counsel 07/02/2019
** Signature of Reporting Person Date
/s/ Anabelle P. Gray as attorney-in-fact for Jeffrey C. Lightcap 07/02/2019
** Signature of Reporting Person Date
/s/ Anabelle P. Gray as attorney-in-fact for Arthur Cohen 07/02/2019
** Signature of Reporting Person Date
/s/ Anabelle P. Gray as attorney-in-fact for Joseph Healey 07/02/2019
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 30, 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.
( 2 )Immediately exercisable.
( 3 )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.
( 4 )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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.