Hamed Alavi Form 3 enVVeno Medical / Hamed Alavi ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Alavi Hamed

(Last) (First) (Middle)

C/O ENVVENO MEDICAL CORPORATION

70 DOPPLER

(Street)

IRVINE CA 92618

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/18/2023

3. Issuer Name and Ticker or Trading Symbol
enVVeno Medical Corp [ NVNO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Technology Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	(1)	11/30/2032	Common Stock	100,000	6.7	D
Stock Options	(2)	11/30/2031	Common Stock	125,925	6.7	D
Stock Options	(3)	02/18/2031	Common Stock	320,000	8.2	D
Stock Options	(4)	07/18/2030	Common Stock	8,000	10	D
Restricted Stock Unit	(5)	11/30/2031	Common Stock	50,000	(5)	D

Explanation of Responses:

1. The common stock options were issued to the Reporting Person on November 30, 2022 pursuant to the issuer's Amended and Restated 2016 Omnibus Incentive Plan, as amended (the "Plan"). The award is subject to time-based vesting and will vest in equal quarterly installments on the last day of each fiscal quarter during the three calendar years through 2025.

2. The common stock options were issued to the Reporting Person on November 30, 2021 pursuant to the Plan. The award is subject to time-based vesting and will vest in equal quarterly installments on the last day of each fiscal quarter during the three calendar years through 2024.

3. The common stock options were issued to the Reporting Person on February 18, 2021 pursuant to the Plan. The award is subject to time-based vesting and will vest in equal quarterly installments on the last day of each fiscal quarter during the three calendar years through March 2024.

4. The common stock options were issued to the Reporting Person on July 18, 2020 pursuant to the Plan. The award is subject to time-based vesting and will vest in equal quarterly installments on the last day of each fiscal quarter during the three calendar years through September 2023.

5. The Reporting Person was granted 50,000 restricted stock units on November 30, 2021 pursuant to the Plan. The restricted stock units are subject to milestone-based vesting as follows: (i) 50% upon SAVVE (Surgical Anti-reflux Venous Valve Endoprosthesis) endpoints being achieved, and (ii) 50% upon the Pre-Market Approval of the VenoValve.

	/s/ Hamed Alavi	01/31/2023
	** 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 5 (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).
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