|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
|
NEUROMETRIX, INC. (Name of Issuer) |
Common Stock, $0.0001 par value per share (Title of Class of Securities) |
641255880 (CUSIP Number) |
Ephraim Fields 265 EAST 66TH STREET, 42nd FLOOR NEW YORK, NY, 10065 917-620-8421 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
12/19/2024 (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 that 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.
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).
SCHEDULE 13D
|
| CUSIP No. | 641255880 |
| 1 |
Name of reporting person
Ephraim Fields | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
NEW YORK
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
74,301.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
3.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, $0.0001 par value per share |
| (b) | Name of Issuer:
NEUROMETRIX, INC. |
| (c) | Address of Issuer's Principal Executive Offices:
1000 WINTER STREET, WALTHAM,
MASSACHUSETTS
, 02451. |
| Item 3. | Source and Amount of Funds or Other Consideration |
Since the last Schedule 13D was filed, The Reporting Person sold 65,723 Shares of the Issuer. As a result of the sales, the beneficial ownership of theReporting Persons has dropped to below 5% of the outstanding Shares of the Company. The filing of this Amendment represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons. | |
| Item 4. | Purpose of Transaction |
Since the last Schedule 13D was filed, The Reporting Person sold 65,723 Shares of the Issuer. As a result of the sales, the beneficial ownership of the Reporting Persons has dropped to below 5% of the outstanding Shares of the Company. The filing of this Amendment represents the final amendmentto the Schedule 13D and constitutes an exit filing for the Reporting Persons. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The Reporting Person beneficially owns in the aggregate 74,301 shares of Common Stock, which represents approximately 3.6% of the Company's outstanding shares of Common Stock. The percentage ownership of shares of Common Stock set forth in this Statement is based on the 2.042689 million shares outstanding the Issuer stated on November 5, 2024 were outstanding as of November 4, 2024. |
| (b) | The Reporting Person has the sole power to vote or to direct the voting of all such shares described in Item 5(a) above. The ReportingPerson has the sole power to dispose or direct the disposition of all such shares described in Item 5(a) above. The Reporting Person does not haveshared power to vote or to direct the vote of any such shares described in Item 5(a) above, and does not have shared power to dispose or direct the disposition of any such shares described in Item 5(a) above; |
| (c) | See attached Schedule A. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Other than described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Person and any other personwith respect to the securities of the Issuer. | |
| Item 7. | Material to be Filed as Exhibits. |
Transactions in Securities of the Issuer During the Past Sixty Days |
| 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.
|
|
|