Statement of Changes in Beneficial Ownership (4)
December 20 2022 - 3:59PM
Edgar (US Regulatory)
FORM 4
[X]
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 OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
|
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/YYYY)
12/29/2021 |
|
(Street)
NEW YORK, NY 10001
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. 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 | | | | | | | | 5534000 | D (1) | |
| Class A Common Stock | 12/29/2021 | | P | | 100000 | A | $7.000 | 1100000 | I | See Footnotes (1)(2) |
| Class A Common Stock | 1/10/2022 | | P | | 13677 | A | $6.698 (3) | 1113677 | I | See Footnote (1) |
| Class A Common Stock | 1/11/2022 | | P | | 2913 | A | $6.728 (4) | 1116590 | I | See Footnote (1) |
| Class A Common Stock | 1/12/2022 | | P | | 8410 | A | $6.569 (5) | 1125000 | I | See Footnote (1) |
| Class A Common Stock | 1/21/2022 | | P | | 25000 | A | $4.502 | 1150000 | I | See Footnote (1) |
| Class A Common Stock | 1/26/2022 | | P | | 78053 | A | $3.747 (6) | 1228053 | I | See Footnote (1) |
| Class A Common Stock | 2/3/2022 | | P | | 21947 | A | $4.000 | 1250000 | I | See Footnote (1) |
| Class A Common Stock | 12/16/2022 | | J(7) | | 5534000 | D | $0 | 0 | D (1)(8) | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security
(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 |
| 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. |
Reporting Owners
|
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
HC Sponsor LLC
31 HUDSON YARDS
10TH FLOOR
NEW YORK, NY 10001 |
| X |
|
|
HealthCor Group, LLC
31 HUDSON YARDS, 10TH FLOOR
NEW YORK, NY 10001 |
| X |
|
|
Cohen Arthur Bruce
12 SOUTH MAIN STREET
SUITE #203
NORWALK, CT 06854 |
| X |
|
|
Healey Joseph Patrick
31 HUDSON YARDS, 10TH FLOOR
NEW YORK, NY 10001 |
| 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 |
| 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 control number. |
HealthCor Catalio Acquis... (NASDAQ:HCAQ)
Historical Stock Chart
From Jun 2024 to Jul 2024
HealthCor Catalio Acquis... (NASDAQ:HCAQ)
Historical Stock Chart
From Jul 2023 to Jul 2024
Real-Time news about HealthCor Catalio Acquisition Corporation (NASDAQ): 0 recent articles
More Hyperfine, Inc. News Articles