WASHINGTON, D.C. 20549
(AMENDMENT NO. 30)
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 Rule 13d-1(e),
13d-1(f) or 13d-1(g), check the following box. ¨
NOTE: Schedules filed in paper format
shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to
whom copies are to be sent.
(1) The remainder of this cover page shall be filled out for
a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in a prior cover page.
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
CUSIP
No. 141743104
|
13D
|
Page
2 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Management, L.P.
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
WC
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
16,940,515
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
16,940,515
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,940,515
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.8%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
3 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Associates, LLC
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
16,940,515
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
16,940,515
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,940,515
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.8%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
OO- limited liability company
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
4 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Hybrid Offshore Master Fund, L.P.
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
16,940,515
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
16,940,515
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,940,515
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.8%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
5 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Hybrid Offshore GP, LLC
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
16,940,515
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
16,940,515
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,940,515
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.8%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
OO-limited liability company
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
6 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Group, LLC
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
16,940,515
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
16,940,515
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,940,515
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.8%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
OO-limited liability company
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
7 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Partners Management, L.P.
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
WC
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
19,077,673
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
19,077,673
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,077,673
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.0%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
8 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Partners Management GP, LLC
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
19,077,673
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
19,077,673
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,077,673
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.0%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
OO- limited liability company
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
9 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Partners Fund, L.P.
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
19,077,673
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
19,077,673
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,077,673
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.0%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
10 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Partners L.P.
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
19,077,673
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
19,077,673
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,077,673
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.0%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
11 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
HealthCor Partners GP, LLC
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
0
|
|
(8)
|
|
SHARED VOTING POWER
19,077,673
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
0
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
19,077,673
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,077,673
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.0%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
OO- limited liability company
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
12 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
Jeffrey C. Lightcap
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF, PF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
28,541,391
|
|
(8)
|
|
SHARED VOTING POWER
19,077,673
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
28,541,391
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
19,077,673
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
47,619,064
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
25.5%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
IN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
13 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
Arthur Cohen
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF, PF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
3,506,006
|
|
(8)
|
|
SHARED VOTING POWER
36,018,188
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
3,506,006
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
36,018,188
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
39,524,194
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.1%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
IN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
14 of 19
|
|
|
|
|
|
(1)
|
|
NAME OF REPORTING PERSON
Joseph Healey
|
|
|
(2)
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) x
|
|
|
(3)
|
|
SEC USE ONLY
|
|
|
(4)
|
|
SOURCE OF FUNDS
AF, PF
|
|
|
(5)
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
¨
|
|
|
(6)
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
(7)
|
|
SOLE
VOTING POWER
2,583,753
|
|
(8)
|
|
SHARED VOTING POWER
36,018,188
|
|
(9)
|
|
SOLE
DISPOSITIVE POWER
2,583,753
|
|
(10)
|
|
SHARED DISPOSITIVE POWER
36,018,188
|
(11)
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
38,601,941
|
|
|
(12)
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
|
|
(13)
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.7%
|
|
|
(14)
|
|
TYPE OF REPORTING PERSON
IN
|
|
|
CUSIP
No. 141743104
|
13D
|
Page
15 of 19
|
This Amendment No. 30 to Schedule 13D (the “Amendment”)
amends and supplements the beneficial ownership statement on Schedule 13D originally filed with the Securities and Exchange Commission
on May 2, 2011, as amended by Amendment No. 1 filed October 3, 2011, Amendment No. 2 filed January 3, 2012, Amendment No. 3 filed
February 2, 2012, Amendment No. 4 filed October 2, 2012, Amendment No. 5 filed April 5, 2013, Amendment No. 6 filed October 2,
2013, Amendment No. 7 filed January 3, 2014, Amendment No. 8 filed January 21, 2014, Amendment No. 9 filed July 1, 2014, Amendment
No. 10 filed January 6, 2015, Amendment No. 11 filed February 20, 2015, Amendment No. 12 filed April 12, 2015, Amendment No. 13
filed July 6, 2015, Amendment No. 14 filed October 2, 2015, Amendment No. 15 filed January 4, 2016, Amendment No. 16 filed April 6,
2016, Amendment No. 17 filed July 1, 2016, Amendment No. 18 filed October 3, 2016, Amendment No. 19 filed January 3, 2017, Amendment
No. 20 filed April 3, 2017, Amendment No. 21 filed July 5, 2017, Amendment No. 22 filed October 2, 2017, Amendment No. 23 filed
January 3, 2018, Amendment No. 24 filed February 28, 2018, Amendment No. 25 filed July 17, 2018, Amendment No. 26 filed January
3, 2019, Amendment No. 27 filed May 17, 2019, Amendment No. 28 filed January 2, 2020 and Amendment No. 29 filed February 10, 2020
(collectively, the “Original Statement”). The persons filing this Amendment are HealthCor Management, L.P., HealthCor
Associates, LLC, HealthCor Hybrid Offshore Master Fund, L.P., HealthCor Hybrid Offshore GP, LLC, HealthCor Group, LLC, HealthCor
Partners Management, L.P., HealthCor Partners Management GP, LLC, HealthCor Partners Fund, L.P., HealthCor Partners, L.P., HealthCor
Partners GP, LLC, Jeffrey C. Lightcap, Joseph Healey and Arthur Cohen. The Original Statement, as amended by this Amendment (the
“Statement”), relates to the shares of Common Stock of CareView Communications, Inc., par value $0.001 (the "Common
Stock").
Capitalized terms used herein but not defined shall have the
meanings ascribed to them in the Original Statement. This Amendment amends the Original Statement as specifically set forth herein.
Except as set forth below, all previous Items in the Original Statement remain unchanged.
The Amendment is being filed for the purpose of reflecting the
payment of interest in kind with respect to the 2014 Notes, the 2015 Notes, the 2018 Notes, the Tenth Amendment Notes, the Twelfth
Amendment Notes and the Thirteenth Amendment Notes on June 30, 2020.
Item 5. Interest in
Securities of the Issuer
Item 5 is hereby amended and restated in its entirety as follows:
(a) Collectively, the
Reporting Persons beneficially own an aggregate of 70,649,338 shares of Common Stock, representing (i) 10,503,604 shares of Common
Stock that may be acquired upon conversion of the Thirteenth Amendment Notes (including interest paid in kind on June 30, 2020),
(ii) 1,914,718 shares of Common Stock that may be acquired upon conversion of the Twelfth Amendment Notes (including interest paid
in kind through June 30, 2020), (iii) 6,368,279 shares of Common Stock that may be acquired upon conversion of the Tenth Amendment
Notes (including interest paid in kind through June 30, 2020), (iv) 6,667,912 shares of Common Stock that may be acquired upon
conversion of the 2018 Notes (including interest paid in kind through June 30, 2020), (v) 11,493,982 shares of Common Stock that
may be acquired upon conversion of the 2015 Notes (including interest paid in kind through June 30, 2020), (vi) 26,711,934 shares
of Common Stock that may be acquired upon conversion of the 2014 Notes (including interest paid in kind through June 30, 2020),
(vii) 4,000,000 shares of Common Stock that may be acquired upon exercise of the 2014 Warrants, (viii) 1,916,409 shares of Common
Stock that may be acquired upon exercise of the 2015 Warrants, (ix) 1,000,000 shares of Common Stock that may be acquired upon
exercise of the Sixth Amendment Warrants and (x) 62,500 shares of Common Stock that may be acquired upon exercise of the 2018 Warrants
(the 2014 Warrants, the 2015 Warrants, the Sixth Amendment Warrants and the 2018 Warrants together, the “Warrants”).
This aggregate amount represents approximately 33.6% of the Issuer’s outstanding common stock, based upon 139,380,748 shares
outstanding as of May 15, 2020, as reported in the Issuer’s most recent Quarterly Report on Form 10-Q, and gives effect to
the conversion of all 2014 Notes, 2015 Notes, 2018 Notes, Tenth Amendment Notes, Twelfth Amendment Notes and Thirteenth Amendment
Notes held by the Reporting Persons into Common Stock and the exercise of all Warrants held by the Reporting Persons.
CUSIP
No. 141743104
|
13D
|
Page
16 of 19
|
Of the amount beneficially owned by the Reporting Persons:
(i) HCP Fund is the beneficial owner of (A) 3,690,870
shares of Common Stock underlying the current principal amount of the 2015 Note issued to it (including interest paid in kind through
June 30, 2020), (B) 12,442,419 shares of Common Stock underlying the current principal amount of the 2014 Note issued to it (including
interest paid in kind through June 30, 2020), (C) 465,800 shares of Common Stock that it has a right to acquire upon exercise of
its Sixth Amendment Warrant, (D) 615,384 shares of Common Stock that it has a right to acquire upon exercise of its 2015 Warrant,
and (E) 1,863,200 shares of Common Stock that it has a right to acquire upon exercise of its 2014 Warrant;
(ii) By virtue of their relationship to HCP Fund,
described in more detail under Item 2 of this Statement, each of HealthCor Partners, L.P., HCPGP, HealthCor Partners Management,
L.P., and HCPMGP may be deemed to share beneficial ownership with HCP Fund of the shares of Common Stock beneficially owned by
the HCP Fund;
(iii) Hybrid Fund is the beneficial owner of (A) 14,269,515
shares of Common Stock underlying the current principal amount of the 2014 Note issued to it (including interest paid in kind through
June 30, 2020), (B) 534,200 shares of Common Stock that it has a right to acquire upon exercise of its Sixth Amendment Warrant,
and (C) 2,136,800 shares of Common Stock that it has a right to acquire upon exercise of its 2014 Warrant;
(iv) By virtue of their relationship to Hybrid Fund,
described in more detail under Item 2 of this Statement, each of Offshore GP, Group, HealthCor Management, L.P., and Associates
may be deemed to share beneficial ownership with Hybrid Fund of the shares of Common Stock beneficially owned by the Hybrid Fund;
(v) By virtue of his relationship to HCP Fund, Mr.
Lightcap may be deemed to share beneficial ownership of the shares of Common Stock beneficially owned by HCP Fund. In addition,
Mr. Lightcap is the beneficial owner of (A) 10,503,604 shares of Common Stock underlying the principal amount of the Thirteenth
Amendment Note purchased by him under the Thirteenth Amendment (including interest paid in kind through June 30, 2020), (B) 1,914,718
shares of Common Stock underlying the principal amount of the Twelfth Amendment Note purchased by him under the Twelfth Amendment
(including interest paid in kind through June 30, 2020); (C) 6,368,279 shares of Common Stock underlying the current principal
amount of the Tenth Amendment Note purchased by him pursuant to the Tenth Amendment (including interest paid in kind through June
30, 2020); (D) 6,677,912 shares of Common Stock underlying the current principal amount of the 2018 Note purchased by him under
the Eighth Amendment (including interest paid in kind through June 30, 2020), (E) 2,583,609 shares of Common Stock underlying the
current principal amount of the 2015 Note purchased by him under the Fifth Amendment (including interest paid in kind through June
30, 2020), (F) 62,500 shares of Common Stock that he has a right to acquire upon exercise of his 2018 Warrant and (G) 430,769
shares of Common Stock that he has a right to acquire upon exercise of his 2015 Warrant;
(vi) By virtue of his relationship to HCP Fund and
Hybrid Fund, Mr. Cohen may be deemed to share beneficial ownership of the shares of Common Stock beneficially owned by each of
the Funds. In addition, Mr. Cohen is the beneficial owner of (A) 3,004,981 shares of Common Stock underlying the current principal
amount of the 2015 Note purchased by him under the Fifth Amendment (including interest paid in kind through June 30, 2020) and
(B) 501,025 shares of Common Stock that he has a right to acquire upon exercise of his 2015 Warrant; and
CUSIP
No. 141743104
|
13D
|
Page
17 of 19
|
(vii) By virtue of his relationship to HCP Fund and
Hybrid Fund, Mr. Healey may be deemed to share beneficial ownership of the shares of Common Stock beneficially owned by each of
the Funds. In addition, Mr. Healey is the beneficial owner of (A) 2,214,522 shares of Common Stock underlying the current principal
amount of the 2015 Note purchased by him under the Fifth Amendment (including interest paid in kind through June 30, 2020) and
(B) 369,231 shares of Common Stock that he has a right to acquire upon exercise of his 2015 Warrant.
The filing of this Statement shall not be construed
as an admission that any of the Reporting Persons is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act
of 1934, as amended, the beneficial owner of any of the shares of Common Stock owned by the Funds or any other Reporting Person.
Pursuant to Rule 13d-4, each of the Reporting Persons disclaims such beneficial ownership.
(b) The information
in Items 7 through 10 of each cover page to this Statement is incorporated by reference into this Item 5(b).
(c) On June 30, 2020,
the Issuer paid in-kind interest on the 2014 Notes in the principal amounts of $121,389 and $139,215 to the HCP Fund and Hybrid
Fund, respectively. On the same date, the Issuer paid in-kind interest on the 2015 Notes in the principal amounts of $46,811, $32,768,
$38,112 and $28,087 to HCP Fund, Mr. Lightcap, Mr. Cohen and Mr. Healey, respectively, and paid in-kind interest on the 2018 Notes,
the Tenth Amendment Notes, the Twelfth Amendment Notes and the Thirteenth Amendment Notes in the principal amounts of $10,118,
$9,649, $1,741 and $3,183, respectively, to Mr. Lightcap. Except as set forth in the previous sentence, the Reporting Persons have
effected no transactions relating to the Common Stock since their most recent amendment to the Original Statement.
(d)-(e) Inapplicable.
CUSIP
No. 141743104
|
13D
|
Page
18 of 19
|
SIGNATURES
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.
July 2, 2020
|
HEALTHCOR MANAGEMENT, L.P.
|
|
|
|
|
|
|
By:
|
HealthCor Associates, LLC, its general partner
|
|
|
|
|
|
|
By: /s/ Anabelle Perez Gray
|
|
|
Name: Anabelle Perez Gray
|
|
|
Title: General Counsel
|
|
|
|
|
|
|
|
|
|
HEALTHCOR HYBRID OFFSHORE GP, LLC, for itself and as general partner on behalf of HEALTHCOR HYBRID OFFSHORE MASTER FUND, L.P.
|
|
|
|
|
|
|
By:
|
HealthCor Group, LLC, its general partner
|
|
|
|
|
|
|
By: /s/ Anabelle Perez
Gray
|
|
|
Name: Anabelle Perez Gray
|
|
|
Title: General Counsel
|
|
|
|
|
|
|
|
HEALTHCOR ASSOCIATES, LLC
|
|
|
|
|
|
|
By: /s/ Anabelle Perez Gray
|
|
|
Name: Anabelle Perez Gray
|
|
|
Title: General Counsel
|
|
|
|
|
|
|
|
|
|
HEALTHCOR GROUP, LLC
|
|
|
|
|
|
|
By: /s/ Anabelle Perez Gray
|
|
|
Name: Anabelle Perez Gray
|
|
|
Title: General Counsel
|
|
|
|
|
|
|
|
|
|
HEALTHCOR PARTNERS MANAGEMENT, L.P.
|
|
|
|
|
|
|
By:
|
HealthCor Partners Management GP, LLC, its general partner
|
|
|
|
|
|
|
By: /s/ Jeffrey C.
Lightcap
|
|
|
Name: Jeffrey C. Lightcap
|
|
|
Title: Member
|
CUSIP
No. 141743104
|
13D
|
Page
19 of 19
|
|
HEALTHCOR PARTNERS MANAGEMENT GP, LLC
|
|
|
|
|
|
|
By: /s/ Jeffrey C. Lightcap
|
|
|
Name: Jeffrey C. Lightcap
|
|
|
Title: Member
|
|
|
|
|
|
|
|
|
|
HEALTHCOR PARTNERS L.P., for itself and as general partner on behalf of HEALTHCOR PARTNERS FUND, L.P.
|
|
|
|
|
|
|
By:
|
HealthCor Partners GP, LLC, its general partner
|
|
|
|
|
|
|
By: /s/ Jeffrey C. Lightcap
|
|
|
Name: Jeffrey C. Lightcap
|
|
|
Title: Member
|
|
|
|
|
|
|
|
HEALTHCOR PARTNERS GP, LLC
|
|
|
|
|
|
|
By: /s/ Jeffrey C. Lightcap
|
|
|
Name: Jeffrey C. Lightcap
|
|
|
Title: Member
|
|
|
|
|
|
|
|
|
|
JEFFREY C. LIGHTCAP, Individually
|
|
|
|
|
|
|
/s/ Jeffrey C. Lightcap
|
|
|
|
|
|
JOSEPH HEALEY, Individually
|
|
|
|
|
|
|
/s/ Joseph Healey
|
|
|
|
|
ARTHUR COHEN, Individually
|
|
|
|
|
|
|
/s/ Arthur Cohen
|