New Enterprise Associates 10 L P Form 4 CVRx / ENTERPRISE ASSOCIATES 10 L P NEW ownership change

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).

1. Name and Address of Reporting Person^*

NEW ENTERPRISE ASSOCIATES 10 L P

(Last) (First) (Middle)

1954 GREENSPRING DRIVE

SUITE 600

(Street)

TIMONIUM MD 21093

(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)
07/02/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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	07/02/2021		C		58,175	A	(1)	58,175	D
Common Stock	07/02/2021		C		57,241	A	(1)	115,416	D
Common Stock	07/02/2021		C		71,077	A	(1)	186,493	D
Common Stock	07/02/2021		C		80,178	A	(1)	266,671	D
Common Stock	07/02/2021		C		83,396	A	(1)	350,067	D
Common Stock	07/02/2021		C		253,605	A	(1)	603,672	D
Common Stock	07/02/2021		C		1,196,911	A	(2)	1,800,583	D
Common Stock	07/02/2021		P		225,500	A	$18	2,026,083	D

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
Series A-2 Preferred Stock	(1)	07/02/2021		C			2,300,708	(3)	(3)	Common Stock	58,175	$0.00	0	D
Series B-2 Preferred Stock	(1)	07/02/2021		C			2,263,778	(3)	(3)	Common Stock	57,241	$0.00	0	D
Series C-2 Preferred Stock	(1)	07/02/2021		C			2,810,950	(3)	(3)	Common Stock	71,077	$0.00	0	D
Series D-2 Preferred Stock	(1)	07/02/2021		C			3,170,896	(3)	(3)	Common Stock	80,178	$0.00	0	D
Series E-2 Preferred Stock	(1)	07/02/2021		C			3,298,154	(3)	(3)	Common Stock	83,396	$0.00	0	D
Series F-2 Preferred Stock	(1)	07/02/2021		C			10,029,566	(3)	(3)	Common Stock	253,605	$0.00	0	D
Series G Preferred Stock	(2)	07/02/2021		C			18,934,168	(3)	(3)	Common Stock	1,196,911	$0.00	0	D

Explanation of Responses:

1. Upon the closing of the Issuer's initial public offering, each share of Series A-2 Convertible Preferred Stock, Series B-2 Convertible Preferred Stock, Series C-2 Convertible Preferred Stock, Series D-2 Convertible Preferred Stock, Series E-2 Convertible Preferred Stock and Series F-2 Convertible Preferred Stock automatically converted into shares of common stock at a rate of 1-for-0.025857287.

2. Upon the closing of the Issuer's initial public offering, each share of Series G Convertible Preferred Stock automatically converted into shares of common stock at a rate of 1-for-0.0632143218.

3. Upon the closing of the Issuer's initial public offering, each share of preferred stock automatically converted into shares of common stock at the then-appliable conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares). The conversion rates reported reflect the conversion ratios under the Issuer's certificate of incorporation, adjusted to give effect to the previously effected 1-for-39.548 reverse stock split of the common stock.

Remarks:

	/s/ Sasha Keough, attorney-in-fact	07/07/2021
	** 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).
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