Amended Statement of Beneficial Ownership (sc 13d/a)
February 21 2018 - 6:08AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
NanoVibronix,
Inc.
(Name
of Issuer)
Common
Stock, $.001 par value
(Title
of Class of Securities)
63008J108
(CUSIP
Number)
Rennova
Health, Inc.
400
South Australian Avenue, 8
th
Floor
West
Palm Beach, FL 33401
(561)
855-1626
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
February
14, 2018
(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 which 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
[ ].
Note
:
Schedules filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits.
See §
240.13d-7 for other parties to whom copies are to be sent.
*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 disclosure 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 the Notes).
CUSIP
No. 63008J108
|
13D
|
Page
2 of 4
|
1.
|
Names
of Reporting Persons
Rennova
Health, Inc. (f/k/a CollabRx, Inc.)
|
2.
|
Check
the Appropriate Box if a Member of a Group
(a) [ ]
(b)
[ ]
|
3.
|
SEC
Use Only
|
4.
|
Source
of Funds (See Instructions)
OO
|
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
3,095
|
|
8.
|
Shared
Voting Power
-0-
|
|
9.
|
Sole
Dispositive Power
3,095
|
|
10.
|
Shared
Dispositive Power
-0-
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
3,095
|
12.
|
Check
Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
13.
|
Percent
of Class Represented by Amount in Row (11)
0.1%
|
14.
|
Type
of Reporting Person
CO
|
|
|
|
|
|
CUSIP
No. 63008J108
|
13D
|
Page
3 of 4
|
Item
1. Security and Issuer
This
Schedule 13D/A (this “Amendment”) amends the Schedule 13D originally filed on April 21, 2016 (the “Original
Schedule 13D”) relating to the Common Stock, $.001 par value per share (the “Shares”), of NanoVibronix, Inc.,
a Delaware corporation (the “Issuer”). The principal executive office of the Issuer is located at 9 Derech Hashalom
Street, Nesher, Israel. Capitalized terms used herein and not otherwise defined in this Amendment have the meanings set forth
in the Original Schedule 13D. Except as expressly amended below, the Original Schedule 13D remains in effect.
Item
5. Interest in Securities of the Issuer
Item
5 is hereby amended and restated as follows:
As
of February 14, 2018, Rennova owned of record 3,095 Shares (or approximately 0.1% of the total number of Shares of the Issuer
outstanding), as to which Rennova has sole dispositive and voting power.
Rennova
effected the following transactions in the Shares in the open market through brokers:
Date
of Transaction
|
|
No.
of Shares Sold
|
|
|
Price
Per Share
|
|
|
|
|
|
|
|
|
02/06/2018
|
|
|
500
|
|
|
$
|
4.70
|
|
02/08/2018
|
|
|
500
|
|
|
$
|
4.60
|
|
02/09/2018
|
|
|
500
|
|
|
$
|
4.79
|
|
02/12/2018
|
|
|
500
|
|
|
$
|
4.70
|
|
Also,
on February 14, 2018, Rennova entered into a Common Stock Purchase Agreement with two investors pursuant to which Rennova sold
an aggregate of 200,000 Shares. The purchase price was $4.00 per share.
Other
than as set forth in this Item 5, Rennova has not entered into any transaction in the Shares in the past 60 days.
Rennova
ceased to be the beneficial owner of more than 5% of the Shares on February 14, 2018.
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item
6 is hereby amended and restated as follows:
The
information disclosed in Item 5 with regard to the Agreement is incorporated by reference into this Item 6.
Item
7. Materials to be Filed as Exhibits
Item
7 is hereby amended and restated as follows:
Exhibit
99.1 - Common Stock Purchase Agreement, dated as of February 14, 2018, by and among Rennova Health, Inc. and the purchasers named
on the signature pages thereto (incorporated by reference to Exhibit 10.163 of Form 8-K filed by Rennova Health, Inc. with the
Securities and Exchange Commission on February 15, 2018).
CUSIP
No. 63008J108
|
13D
|
Page
4 of 4
|
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.
February
20, 2018
|
Rennova
Health, Inc.
|
|
|
|
By:
|
/s/
Seamus Lagan
|
|
|
Seamus Lagan
Chief Executive Officer and President
|
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