SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
JOHNSON & JOHNSON

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CVRx, Inc. [ CVRX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/16/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Stock 02/16/2024 X 607,725 A $0.158 4,103,300 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/16/2024 S(2) 3,725 D $25.81 4,099,575 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 158 A $0.237 4,099,733 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 189 A $0.237 4,099,922 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 165 A $0.237 4,100,087 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 118 A $0.237 4,100,205 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 71 A $0.237 4,100,276 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 23 A $0.237 4,100,299 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 85 A $0.237 4,100,384 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 758 A $0.237 4,101,142 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 489 A $0.237 4,101,631 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 584 A $0.237 4,102,215 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 300 A $0.237 4,102,515 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 442 A $1.186 4,102,957 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 142 A $1.186 4,103,099 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 252 A $3.955 4,103,351 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Common Stock 02/29/2024 M 79 A $5.141 4,103,430 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 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: 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
Warrant to Purchase Common Stock $0.158 02/16/2024 X 607,225 (3) (3) Common Stock 607,225 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)(4)
Stock Option (Right to Buy) $0.237 02/29/2024 M 158 (5) 11/18/2024 Common Stock 158 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 189 (5) 08/06/2025 Common Stock 189 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 165 (5) 08/06/2025 Common Stock 165 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 118 (5) 08/06/2025 Common Stock 118 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 71 (5) 08/06/2025 Common Stock 71 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 23 (5) 08/06/2025 Common Stock 23 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 85 (5) 11/09/2025 Common Stock 85 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 758 (5) 02/01/2027 Common Stock 758 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 489 (5) 02/01/2027 Common Stock 489 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 584 (5) 02/15/2028 Common Stock 584 $0 0(6) I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $0.237 02/29/2024 M 300 (5) 02/15/2028 Common Stock 300 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $1.186 02/29/2024 M 442 (5) 11/28/2028 Common Stock 442 $0 0(7) I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $1.186 02/29/2024 M 142 (5) 11/28/2028 Common Stock 142 $0 0 I By Johnson & Johnson Innovation - JJDC, Inc(1)
Stock Option (Right to Buy) $3.955 02/29/2024 M 252 (5) 12/05/2029 Common Stock 252 $0 0(8) I By Johnson & Johnson Innovation - JJDC, Inc.(1)
Stock Option (Right to Buy) $5.141 02/29/2024 M 79 (5) 01/04/2031 Common Stock 79 $0 0(9) I By Johnson & Johnson Innovation - JJDC, Inc.(1)
1. Name and Address of Reporting Person*
JOHNSON & JOHNSON

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Johnson & Johnson Innovation - JJDC, Inc.

(Last) (First) (Middle)
410 GEORGE STREET

(Street)
NEW BRUNSWICK NJ 08901

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The securities reported as being indirectly beneficially owned by Johnson & Johnson, the designated Reporting Person, are directly beneficially owned by Johnson & Johnson Innovation - JJDC, Inc. ("JJDC"), a wholly-owned subsidiary of Johnson & Johnson.
2. On February 16, 2024, JJDC exercised the Warrant to purchase 607,725 shares of Common Stock and paid the exercise price (adjusted per the net exercise terms of the Warrant) on a cashless basis, resulting in the withholding of 3,725 of the Warrant shares to pay the exercise price and issuance to JJDC of the remaining 604,000 shares.
3. The Warrant became exercisable for Common Stock upon the closing of the Issuer's initial public offering and was to expire on the earlier of (i) an acquisition or asset transfer involving the Issuer or (ii) 180 days after receipt of the data from the post-market stage of the Issuer's BeAT-HF pivotal trial.
4. The Warrant was transferred to JJDC from Biosense Webster, Inc., also a wholly-owned subsidiary of Johnson & Johnson, on February 14, 2024.
5. Fully vested.
6. 174 options previously reported as issued and held by JJDC were previously canceled by the Issuer for no value.
7. 316 options previously reported as issued and held by JJDC were previously canceled by the Issuer for no value.
8. 506 options previously reported as issued and held by JJDC were previously canceled by the Issuer for no value.
9. 1,185 options previously reported as issued and held by JJDC were previously canceled by the Issuer for no value.
Johnson & Johnson By: /s/ Marc Larkins, Secretary 03/06/2024
Johnson & Johnson Innovation - JJDC, Inc. By: /s/ Jill McManus, Assistant Treasurer 03/06/2024
** 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 Number.

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