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1. |
Name of Reporting Persons.
James R. Higgins |
2. |
Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐ |
3. |
SEC Use Only
|
4. |
Source of Funds
OO-Other |
5. |
Check 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
25,715,429 (1)(2)(3)(4)(5) |
8. |
Shared Voting Power
-0- |
9. |
Sole Dispositive Power
25,715,429 (1)(2)(3)(4)(5) |
10. |
Shared Dispositive Power
-0- |
11. |
Aggregate Amount Beneficially Owned by Each Reporting Person
25,715,429 (1)(2)(3)(4)(5) |
12. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ |
13. |
Percent of Class Represented by Amount of Row (11)
6.32% (5) |
14. |
Type of Reporting Person
IN |
______________________
(1) |
Includes
1,851,962 shares of Common Stock underlying options exercisable within sixty days. |
(2) |
Includes
17,231,445 shares of Common Stock held directly by Dr. Higgins. |
(3) |
Includes
5,270,484 shares of Common Stock held by the Julia A. Higgins, Revocable Trust, Dated 12/1992. |
(4) |
Includes
1,361,538 shares of Common Stock held by James and Julia Higgins JT Ten |
(5) |
The
percentage of class is based on 406,699,377 shares of Common Stock which would be outstanding if all of Dr. Higgins’
vested Options were exercised. |
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1. |
Name of Reporting Persons.
Julia A. Higgins, Revocable Trust, Dated 12/1992 (“Higgins
Revocable Trust”) |
2. |
Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐ |
3. |
SEC Use Only
|
4. |
Source of Funds
OO-Other |
5. |
Check 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
5,270,484 |
8. |
Shared Voting Power
-0- |
9. |
Sole Dispositive Power
5,270,484 |
10. |
Shared Dispositive Power
-0- |
11. |
Aggregate Amount Beneficially Owned by Each Reporting Person
5,270,484 |
12. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ |
13. |
Percent of Class Represented by Amount of Row (11)
1.30% (1) |
14. |
Type of Reporting Person
OO |
______________________
(1) |
Based
on 404,847,415 shares currently outstanding. |
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1. |
Name of Reporting Persons.
James & Julia JT TEN (“Higgins JT TEN”) |
2. |
Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐ |
3. |
SEC Use Only
|
4. |
Source of Funds
OO-Other |
5. |
Check 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
1,361,538 |
8. |
Shared Voting Power
-0- |
9. |
Sole Dispositive Power
1,361,538 |
10. |
Shared Dispositive Power
-0- |
11. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,361,538 |
12. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
☐ |
13. |
Percent of Class Represented by Amount of Row (11)
0.33% (1) |
14. |
Type of Reporting Person
OO |
______________________
|
(1) |
Based
on 404,847,415 shares currently outstanding. |
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This
Amendment No. 4 to Schedule 13D (the “Amendment”) amends and supplements the beneficial ownership statement on Schedule
13D originally filed with the Securities and Exchange Commission on April 14, 2016, as amended by a subsequent Schedule 13D filed
on each of February 10, 2020, November 21, 2022, January 6, 2023, and February 1, 2023. This Amendment is being filed to amend
tables and Items 3, 5, and 7.
Item
1. |
Security
and Issuer |
The
class of equity securities to which this Schedule 13D relates is the common stock, $.001 par value, of CareView Communications,
Inc., a Nevada corporation (“Company” or “Issuer”). The address of the principal executive office of the
Company is 405 State Highway 121, Suite B-240, Lewisville, TX 75067.
Item
2. |
Identity
and Background. |
|
(a) |
Names:
James R. Higgins, Julia A. Higgins, Revocable Trust Dated 12/1992, and James & Julia, JT Ten (the “Reporting Persons”). |
|
|
|
|
(b) |
Residence
or Business Address of Reporting Persons: |
|
|
|
|
|
405
State Highway 121, Suite B-240, Lewisville, TX 75067. |
|
|
|
|
(c) |
Present
principal occupation or employment: James R. Higgins serves as one of the Company’s directors. |
|
|
|
|
(d) |
During
the last five years, the Reporting Persons have not been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors). |
|
|
|
|
(e) |
During
the last five years, the Reporting Persons have not been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction which as a result of such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding violation
with respect to such laws. |
|
|
|
|
(f) |
Citizenship:
United States of America. |
Item
3. |
Source
and Amount of Funds or Other Consideration. |
Acquisition
of Shares of the Issuer
On
October 6, 2008, Dr. Higgins, through the Higgins JT TEN, purchased acquired 400,000 shares of the Company’s Common Stock
in the market.
On
September 2, 2009, Dr. Higgins, through the Higgins JT TEN, purchased acquired 961,538 shares of the Company’s Common Stock
in the market.
On
April 5, 2010, Dr. Higgins purchased acquired 192,308 shares of the Company’s Common Stock in the market.
On
November 30, 2015, Dr. Higgins purchased acquired 1,496,188 shares of the Company’s Common Stock in the market.
On
April 11, 2016, Dr. Higgins purchased acquired 3,042,949 shares of the Company’s Common Stock in the market.
Between
August 23 and November 25, 2016, Dr. Higgins, through the Higgins Revocable Trust, purchased 4,823,229 shares of the Company’s
Common Stock in the market.
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Between
August 31 and November 20, 2017, Dr. Higgins, through the Higgins Revocable Trust, purchased 189,000 shares of the Company’s
Common Stock in the market.
On
April 4, 2018, Dr. Higgins, through the Higgins Revocable Trust, purchased 258,255 shares of the Company’s Common Stock
in the market.
On
November 14, 2002, Dr. Higgins purchased 500,000 shares of the Company’s Common Stock pursuant to a Stock Purchase Agreement.
On
March 30, 2023, Dr. Higgins entered into a Replacement Note Conversion Agreement wherein he converted debt in the amount of $1,200,000
into 12,000,000 shares of the Company’s Common Stock at a conversion price of $0.10 per share.
Acquisition
of Derivative Securities of the Issuer
Non-Qualified
Stock Options (“Options”)
On
April 1, 2014, Dr. Higgins was issued an Option under the CareView Communications 2009 Stock Incentive Plan for 150,000 underlying
shares of the Company’s Common Stock at an exercise price of $0.68 per share. The underlying shares of the ten-year Option
vested over three years, 50,000 per year and are fully vested at the time of this filing. The Option was issued in exchange for
the services provided by Mr. Higgins for the year ended December 31, 2014 in his role as a director.
On
August 31, 2016, Dr. Higgins was issued an Option under the CareView Communications 2015 Stock Incentive Plan for 235,295 underlying
shares of the Company’s Common Stock at an exercise price of $0.17 per share. The ten-year Option vested over three years,
78,432 shares on each of August 31, 2017 and 2018 and 78,431 shares on August 31, 2019 and are fully vested at the time of this
filing. The Option was issued in exchange for the services to be provided by Dr. Higgins in his role as a director.
On
November 30, 2017, Dr. Higgins was issued an Option under the CareView Communications 2016 Stock Incentive Plan for 666,667 underlying
shares of the Company’s Common Stock at an exercise price of $0.11 per share. The ten-year Option vests as to 222,223 shares
on November 30, 2018, and as to 222,222 shares on each of November 30, 2019 and 2020. The Option was issued in exchange for the
services to be provided by Dr. Higgins in his role as a director.
On
August 10, 2020, Dr. Higgins was issued an Option under the CareView Communications 2020 Stock Incentive Plan for 1,200,000 underlying
shares of the Company’s Common Stock at an exercise price of $0.035 per share. The ten-year Option vests at 400,000 shares
per year on each of August 5, 2021, August 5, 2022 and August 5, 2023.
Common
Stock Purchase Warrants (“Warrant”)
On
May 15, 2019, Dr. Higgins was issued a Warrant for 250,000 underlying shares of the Company’s Common Stock at an exercise
price of $0.03 per share. The underlying shares of the ten-year Warrant vested immediately. The Warrant was issued in connection
with a $50,000 promissory note purchased by Dr. Higgins on May 15, 2019.
On
February 6, 2020, Dr. Higgins was issued a Warrant for 1,000,000 underlying shares of the Company’s Common Stock at an exercise
price of $0.013 per share. The underlying shares of the ten-year Warrant vested immediately. The Warrant was issued in connection
with a $250,000 promissory note purchased by Dr. Higgins on February 6, 2020.
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On
December 15, 2014, the Company entered into a Fifth Amendment to Note and Warrant Purchase Agreement (the “Fifth Amendment”)
with the HealthCor Parties and certain additional investors party thereto (such additional investors, the “Fifth Amendment
New Investors” and, collectively with the HealthCor Parties, the “Fifth Amendment Investors”) to sell and issue
(i) additional notes in the initial aggregate principal amount of $6,000,000, with a conversion price per share equal to $0.52
(subject to adjustment as described therein) (the “Fifth Amendment Supplemental Closing Notes”) and (ii) additional
warrants to purchase an aggregate of up to 3,692,308 shares of our Common Stock at an exercise price per share equal to $0.52
(subject to adjustment as described therein) (the “Fifth Amendment Supplemental Warrants”).
The
Fifth Amendment New Investors included all but one of the Company’s current directors as well as one of the Company’s
officers who is not also a director. The closing date of the transaction was February 17, 2015 (the “Fifth Amendment Supplemental
Closing Date”). On the Fifth Amendment Supplemental Closing Date, each of
the
Fifth Amendment Investors purchased the Fifth Amendment Supplemental Closing Notes and the Fifth Amendment Supplemental Warrants
for cash, payable by wire transfer in same day funds to an account specified by the Company.
The
Purchase Agreement and Fifth Amendment provide that the Company grant to the Fifth Amendment Investors a security interest in
the assets of the Company as collateral for payment of the Fifth Amendment Supplemental Closing Notes, evidenced by that certain
Pledge and Security Agreement dated as of April 20, 2011 (the “Security Agreement”) and by that certain Intellectual
Property Security Agreement dated as of April 20, 2011 (the “IP Security Agreement”). On the Fifth Amendment Supplemental
Closing Date, the Company entered into an amended and restated Security Agreement and an amended and restated IP Security Agreement
in order, among other things, to add the Fifth Amendment New Investors as secured parties (such amended and restated agreements,
respectively the “Amended Security Agreement” and the “Amended IP Security Agreement”).
The
Purchase Agreement and the Fifth Amendment Supplemental Closing Notes also provide that the Company grant registration rights
to the Fifth Amendment Investors for the Common Stock into which the Fifth Amendment Supplemental Closing Notes may be converted
and that may be issued upon exercise of the Fifth Amendment Supplemental Warrants as provided for by that certain Registration
Rights Agreement dated as of April 20, 2011 (the “Registration Rights Agreement”).
Dr.
Higgins is one of the Fifth Amendment New Investors. On the Fifth Amendment Supplemental Closing Date, Dr. Higgins purchased a
Senior Secured Convertible Note in the amount of $500,000 which is immediately convertible into shares of the Company’s
Common Stock at a conversion price of $0.52 per share (subject to adjustment as described therein) and has a maturity date of
February 16, 2025. In connection therewith, Dr. Higgins was also issued Fifth Amendment Supplemental Warrants for the purchase
of 307,692 shares of the Company’s Common Stock at an exercise price per share equal to $0.52 (subject to adjustment as
described therein). The Fifth Amendment Supplemental Warrants were exercisable upon issuance and have an expiration date of February
17, 2025.
Senior
Secured Convertible Note due February 2028 and Common Stock Purchase Warrants
On
February 23, 2018, the Company entered into an Eighth Amendment to Note and Warrant Purchase Agreement (the “Eighth Amendment”)
with the Fifth Amendment New Investors (the “Existing Investors”), an additional investor party thereto (such additional
investor, the “New Investor” and, collectively with the Existing Investors, the “Eighth Amendment Investors”)
and the HealthCor Parties (solely in their capacity as the majority holders approving the Eighth Amendment and not as investors),
pursuant to which the Company sold and issued, for an aggregate of $2,050,000 in cash, to the Eighth Amendment Investors on such
date (i) additional notes in the initial aggregate principal amount of $2,050,000, with a conversion price per share equal
to $0.05 (subject to adjustment as described therein) and a maturity date of February 22, 2028 (the “Eighth Amendment
Supplemental Closing Notes”) and (ii) additional warrants to purchase an aggregate of up to 512,500 shares of the Company’s
Common Stock at an exercise price per share equal to $0.05 (subject to adjustment as described therein) and with an expiration
date of February 23, 2028 (the “Eighth Amendment Supplemental Warrants”).
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The
Existing Investors were composed of all but one of the Company’s directors as well as one of the Company’s officers
who is not also a director. Of the total amount of Eighth Amendment Supplemental Closing Notes and Eighth Amendment Supplemental
Warrants issued and sold by the Company pursuant to the Eighth Amendment, such directors and officer purchased, in aggregate,
Eighth Supplemental Closing Notes in the initial aggregate principal amount of $1,950,000 and Eighth Amendment Supplemental Warrants
to purchase an aggregate of up to 487,500 shares of our Common Stock.
The
closing date of the transaction was February 23, 2018 (the “Eighth Amendment Supplemental Closing Date”). On the Eighth
Amendment Supplemental Closing Date, each of the Eighth Amendment Investors purchased the Eighth Amendment Supplemental Closing
Notes and the Eighth Amendment Supplemental Warrants for cash, payable by wire transfer in same day funds to an account specified
by the Company.
The
Purchase Agreement and Eighth Amendment provide that the Company grant to the Eighth Amendment Investors a security interest in
the assets of the Company as collateral for payment of the Eighth Amendment Supplemental Closing Notes, evidenced by the Amended
Security Agreement and by the Amended IP Security Agreement.
The
Purchase Agreement and the Eighth Amendment Supplemental Closing Notes also provide that the Company grant registration rights
to the Eighth Amendment Investors for the Common Stock into which the Eighth Amendment Supplemental Closing Notes may be converted
and that may be issued upon exercise of the Eighth Amendment Supplemental Warrants as provided for by the Registration Rights
Agreement.
Dr.
Higgins is one of the Existing Investors. On the Eighth Amendment Supplemental Closing Date, Dr. Higgins purchased a Senior Secured
Convertible Note in the amount of $500,000 which is immediately convertible into shares of the Company’s Common Stock at
a conversion price of $0.05 per share (subject to adjustment as described therein) and has a maturity date of February 22, 2028.
In connection therewith, Dr. Higgins was also issued Eighth Amendment Supplemental Warrants for the purchase of 125,000 shares
of the Company’s Common Stock at an exercise price per share equal to $0.05 (subject to adjustment as described therein).
The Eighth Amendment Supplemental Warrants were exercisable upon issuance and have an expiration date of February 23, 2028.
Senior
Secured Convertible Note due July 2028
On
July 13, 2018, the Company entered into a Tenth Amendment to Note and Warrant Purchase Agreement (the “Tenth Amendment”)
with the Existing Investors listed in Annex I to the Tenth Amendment (the “Tenth Amendment Investors”) and the
HealthCor Parties (solely in their capacity as majority holders (acting together with the Tenth Amendment Investors) approving
the Tenth Amendment and not as investors), pursuant to which the Company sold and issued, for an aggregate of $1,000,000 in cash,
to the Tenth Amendment Investors on such date additional notes in the initial aggregate principal amount of $1,000,000, with a
conversion price per share equal to $0.05 (subject to adjustment as described therein) and a maturity date of July 12, 2028 (the
“Tenth Amendment Supplemental Closing Notes”). The Tenth Amendment Investors were composed entirely of the Company’s
directors.
The
closing date of the transaction was July 13, 2018 (the “Tenth Amendment Supplemental Closing Date”). On the Tenth
Amendment Supplemental Closing Date, each of the Tenth Amendment Investors purchased the Tenth Amendment Supplemental Closing
Notes for cash, payable by wire transfer in same day funds to an account specified by the Company.
The
Purchase Agreement and Tenth Amendment provide that the Company grant to the Tenth Amendment Investors a security interest in
the assets of the Company as collateral for payment of the Tenth Amendment Supplemental Closing Notes, evidenced by the Amended
Security Agreement and by the Amended IP Security Agreement.
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The
Purchase Agreement and the Tenth Amendment Supplemental Closing Notes also provide that the Company grant registration rights
to the Tenth Amendment Investors for the Common Stock into which the Tenth Amendment Supplemental Closing Notes may be converted
as provided for by the Registration Rights Agreement.
Dr.
Higgins is one of the Tenth Amendment Investors. On the Tenth Amendment Supplemental Closing Date, Dr. Higgins purchased a Senior
Secured Convertible Note in the amount of $200,000 which is immediately convertible into shares of the Company’s Common
Stock at a conversion price of $0.05 per share (subject to adjustment as described therein) and has a maturity date of July 12,
2028.
Note
Cancellation and Replacement Notes; Replacement Note Conversion Agreement
On
December 30, 2022, Dr. Higgins exchanged all outstanding notes issued under the Note and Purchase Agreement dated as of April
21, 2011, as amended, with an aggregate balance of $2,616,368, for a replacement note for $1,200,000 with a conversion price of
$0.10 per share. At the same time, Dr. Higgins surrendered for cancellation all outstanding warrants held by him representing
an aggregate of 1,682,692 shares, for no value.
On
March 30, 2023, Dr. Higgins entered into a Replacement Note Conversion Agreement wherein he converted debt in the amount of $1,200,000
into 12,000,000 shares of the Company’s Common Stock at a conversion price of $0.10 per share. The shares bear a restrictive
legend, and a lockup legend that expires December 31, 2023.
Item
4. |
Purpose
of Transaction. |
See
Item 3 above.
The
Reporting Persons have no plans which relate to or would result in:
|
(a) |
The
acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer; |
|
(b) |
An
extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries; |
|
(c) |
A
sale or transfer of a material amount of assets of the issuer or of any of its subsidiaries; |
|
(d) |
Any
change in the present board of directors or management of the issuer, including any plans or proposals to change the number
or term of directors or to fill any existing vacancies on the board; |
|
(e) |
Any
material change in the present capitalization or dividend policy of the issuer; |
|
(f) |
Any
other material change in the issuer’s business or corporate structure, including but not limited to, if the issuer is
a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which
a vote is required by Section 13 of the Investment Company Act of 1940; |
|
(g) |
Changes
in the issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition
of control of the issuer by any person; |
|
(h) |
Causing
a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national securities association; |
|
(i) |
A
class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of
the Act; or |
|
(j) |
Any
action similar to any of those enumerated above. |
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Item
5. |
Interest
in Securities of the Issuer. |
|
(a) |
Dr.
Higgins directly owns 17,231,445 shares of the Company’s Common Stock. Dr. Higgins indirectly owns 5,270,484 shares
of the Company’s Common Stock through the Julia A. Higgins, Revocable Trust, Dated 12/1992 and 1,361,538 through the
James & Julia Higgins JT TEN. Dr. Higgins directly owns Options for the purchase of 1,851,962 shares exercisable
within sixty days, bringing his direct and indirect ownership to an aggregate of 25,715,429 shares. The percentage of class
for Dr. Higgins is 6.32% and is based on 406,699,377 shares which would be outstanding if all of Dr. Higgins’s vested
Options were exercised. |
|
(b) |
Dr.
Higgins has sole power to vote or direct the vote and the power to dispose or to direct the disposition of the 25,715,429
shares of the Company’s Common Stock owned directly or indirectly by him or to be acquired by him through the exercise
Options and the conversion of the replacement notes. |
|
(c) |
Please
see Item 3 above for the description of the transactions relative to the shares and derivative securities acquired by the
Reporting Persons. |
|
(d) |
The
Reporting Persons know of no other person who has the right to receive or the power to direct the receipt of dividends from,
or the proceeds from the sale of, such shares or derivative securities. |
Item
6. |
Contracts, Arrangements,
Understandings or Relationships With Respect to Securities of Issuer |
Except
as outlined hereinabove, the Reporting Persons have no contracts, arrangements, understandings or relationships (legal or otherwise)
with any person with respect to any securities of the issuer, including but not limited to transfer or voting of any of the securities,
finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or
loss, or the giving or withholding of proxies.
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Item
7. |
Material
to be Filed as Exhibits. |
|
Date
of
Document |
Description
of Document |
|
09/27/07 |
Securities
Exchange Agreement by and between Ecogate, Inc., CareView Communications, Inc., and Shareholders of CareView Communications,
Inc.; filed as Exhibit 2.0 to the Company’s Registration Statement on Form 10 filed with the Commission on August 23,
2010 and incorporated herein by reference. |
|
12/03/07 |
Non-Qualified
Stock Option, form of; filed as Exhibit 10.10 to the Company’s Registration Statement on Form 10 filed with the Commission
on August 23, 2010 and incorporated herein by reference. |
|
09/11/09 |
CareView
Communications, Inc. 2009 Stock Incentive Plan; filed as Exhibit 10.42 to the Company’s Registration Statement on Form
10 filed with the Commission on August 23, 2010 and incorporated herein by reference. |
|
03/27/13 |
Securities
Purchase Agreement, form of; filed as Exhibit 10.108 to the Company’s Current Report on Form 8-K filed with the Commission
on March 28, 2013 and incorporated herein by reference. |
|
12/15/14
|
Fifth
Amendment to Note and Warrant Purchase Agreement between the Company and HealthCor; filed as Exhibit 10.22 to the Company’s
Current Report on Form 8-K filed with the Commission on December 19, 2014 and incorporated herein by reference. |
|
12/15/14 |
Form
of Fifth Amendment Supplemental Closing Note; filed as Exhibit 10.23 to the Company’s Current Report on Form 8-K filed
with the Commission on December 19, 2014 and incorporated herein by reference. |
|
12/15/14 |
Form
of Fifth Amendment Supplemental Warrant; filed as Exhibit 10.24 to the Company’s Current Report on Form 8-K filed with
the Commission on December 19, 2014 and incorporated herein by reference. |
|
02/17/15 |
Form
of Amended Pledge and Security Agreement between the Company and HealthCor Partners Fund, LP and HealthCor Hybrid Offshore
Master Fund, LP; filed as Exhibit 10.140 to the Company’s Annual Report on Form 10-K filed with the Commission on March
31, 2015 and incorporated herein by reference. |
|
02/17/15
|
Form
of Amended Intellectual Property Security Agreement between the Company and HealthCor Partners Fund, LP and HealthCor Hybrid
Offshore Master Fund, LP; filed as Exhibit 10.141 to the Company’s Annual Report on Form 10-K filed with the Commission
on March 31, 2015 and incorporated herein by reference. |
|
03/19/15 |
CareView
Communications, Inc. 2015 Stock Incentive Plan; filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed
with the Commission on March 19, 2015 and incorporated herein by reference. |
|
12/07/16 |
CareView
Communications, Inc. 2016 Stock Incentive Plan; filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed
with the Commission on January 9, 2017 and incorporated herein by reference. |
|
02/23/18 |
Eighth
Amendment to Note and Warrant Purchase Agreement, among the Company, HealthCor Partners Fund, LP, HealthCor Hybrid Offshore
Master Fund, LP and the investors party thereto; filed as Exhibit 10.34 to the Company’s Current Report on Form 8-K
filed with the Commission on February 26, 2018 and incorporated herein by reference. |
|
02/23/18 |
Form
of Eighth Amendment Supplemental Closing Note; filed as Exhibit 10.35 to the Company’s Current Report on Form 8-K filed
with the Commission on February 26, 2018 and incorporated herein by reference. |
|
02/23/18 |
Form
of Eighth Amendment Supplemental Warrant; filed as Exhibit 10.36 to the Company’s Current Report on Form 8-K filed with
the Commission on February 26, 2018 and incorporated herein by reference. |
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|
07/13/18 |
Tenth
Amendment to Note and Warrant Purchase Agreement, among the Company, HealthCor Partners Fund, L.P., HealthCor Hybrid Offshore
Master Fund, L.P. and the investors party thereto; filed as Exhibit 10.53 to the Company’s Current Report on Form 8-K
filed with the Commission on July 16, 2018 and incorporated herein by reference. |
|
07/13/18 |
Form
of Tenth Amendment Supplemental Closing Note; filed as Exhibit 10.54 to the Company’s Current Report on Form 8-K filed
with the Commission on July 16, 2018 and incorporated herein by reference. |
|
05/15/19 |
Fourteenth
Amendment to Modification Agreement, by and among the Company, CareView Communications, Inc., a Texas corporation, CareView
Operations, L.L.C., a Texas limited liability company, and PDL Investment Holdings, LLC; filed as Exhibit 10.32 to the Company’s
Current Report on Form 8-K filed with the Commission on May 20, 2019 and incorporated herein by reference. |
|
05/15/19 |
Twelfth
Amendment to Note and Warrant Purchase Agreement, among the Company, HealthCor Partners Fund, L.P., HealthCor Hybrid Offshore
Master Fund, L.P. and the investors party thereto; filed as Exhibit 10.33 to the Company’s Current Report on Form 8-K
filed with the Commission on May 20, 2019 and incorporated herein by reference. |
|
05/15/19 |
Form
of Twelfth Amendment Supplemental Closing Note; filed as Exhibit 10.34 to the Company’s Current Report on Form 8-K filed
with the Commission on May 20, 2019 and incorporated herein by reference. |
|
05/15/19 |
Fifth
Amendment to Credit Agreement, by and among the Company, CareView Communications, Inc., a Texas corporation, PDL Investment
Holdings, LLC, and Investors; filed as Exhibit 10.35 to the Company’s Current Report on Form 8-K filed with the Commission
on May 20, 2019 and incorporated herein by reference. |
|
05/15/19 |
Form
of Tranche Three Term Note; filed as Exhibit 10.36 to the Company’s Current Report on Form 8-K with the Commission on
May 20, 2019 and incorporated herein by reference. |
|
05/15/19 |
Form
of Tranche Three Loan Warrant; filed as Exhibit 10.37 to the Company’s Current Report on Form 8-K filed with the Commission
on May 20, 2019 and incorporated herein by reference. |
|
02/06/20 |
Thirteenth
Amendment to Note and Warrant Purchase Agreement, among the Company, HealthCor Partners Fund, L.P., HealthCor Hybrid Offshore
Master Fund, L.P. and the investors party thereto; filed as Exhibit 10.43 to the Company’s Current Report on Form 8-K
filed with the Commission on February 10, 2020 and incorporated herein by reference. |
|
02/06/20 |
Thirteenth
Amendment Supplemental Closing Note; filed as Exhibit 10.44 to the Company’s Current Report on Form 8-K filed with the
Commission on February 10, 2020 and incorporated herein by reference. |
|
02/06/20 |
Sixth
Amendment to Credit Agreement, by and among the Company, CareView Communications, Inc., a Texas corporation, PDL Investment
Holdings, LLLC and investors party thereto; filed as Exhibit 10.45 to the Company’s Current Report on Form 8-K filed
with the Commission on February 10, 2020 and incorporated herein by reference. |
|
02/06/20 |
Form
of Additional Tranche Three Term Note; filed as Exhibit 10.46 to the Company’s Current Report on Form 8-K filed with
the Commission on February 10, 2020 and incorporated herein by reference. |
|
02/06/20 |
Additional
Tranche Three Loan Warrant; filed as Exhibit 10.47 to the Company’s Current Report on Form 8-K filed with the Commission
on February 10, 2020 and incorporated herein by reference. |
|
11/14/22 |
Securities
Purchase Agreement, filed as Exhibit 10.0 to the Company’s Current Report on Form 8-K filed with the Commission on November
18, 2022 and incorporated herein by reference. |
|
11/28/22 |
Form
of Securities Purchase Agreement; filed as Exhibit 10.0 to the Company’s Current Report on Form 8-K filed with the Commission
on November 18, 2022 and incorporated herein by reference. |
|
12/30/22 |
Cancellation
Agreement; filed as Exhibit 10.01 to the Company’s Current Report on Form 8-K filed with the Commission on January 3,
2023 and incorporated herein by reference. |
|
12/30/22 |
Form
of Replacement Notes; filed as Exhibit 10.02 to the Company’s Current Report on Form 8-K filed with the Commission on
January 3, 2023 and incorporated herein by reference. |
|
03/30/23 |
Form of Replacement Note Conversion Agreement; filed as Exhibit 10.01 to the Company’s Current Report on Form 8-K filed with the Commission on March 31, 2023 and incorporated herein by reference. |
CUSIP
No. 141743 10 4 |
Page
13 of 13 |
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.
Dated: |
March
31, 2023 |
|
By: |
/s/
James R. Higgins |
|
|
|
|
James R. Higgins, an
individual, and as administrator of the Julia A. Higgins Revocable Trust, Dated 12/1992 and the James & Julia Higgins
JT TEN |