Madryn Asset Management Amends Venus Concept Stake

Ticker: VERO · Form: SC 13D/A · Filed: May 29, 2024 · CIK: 1409269

Venus Concept Inc. SC 13D/A Filing Summary
FieldDetail
CompanyVenus Concept Inc. (VERO)
Form TypeSC 13D/A
Filed DateMay 29, 2024
Risk Levelmedium
Pages15
Reading Time18 min
Key Dollar Amounts$0.001, $0.0001, $15,475,268, $131.625, $26,695,110.54
Sentimentneutral

Sentiment: neutral

Topics: ownership-change, sec-filing, schedule-13d

TL;DR

Madryn Asset Management updated their Venus Concept stake filing on 5/29.

AI Summary

Madryn Asset Management, LP, along with its affiliates Madryn Health Advisors, LP and Madryn Health Partners (Cayman Master), LP, has amended its Schedule 13D filing for Venus Concept Inc. on May 29, 2024. This filing indicates a change in beneficial ownership of Venus Concept Inc. common stock, though specific new ownership percentages or dollar amounts are not detailed in this excerpt.

Why It Matters

Changes in significant ownership filings like this can signal shifts in investor strategy and potentially influence the stock's trading activity.

Risk Assessment

Risk Level: medium — Amendments to 13D filings often indicate significant changes in a major shareholder's position, which can lead to increased volatility.

Key Players & Entities

  • Madryn Asset Management, LP (company) — Filing entity
  • Madryn Health Advisors, LP (company) — Affiliated entity
  • Madryn Health Partners (Cayman Master), LP (company) — Affiliated entity
  • Venus Concept Inc. (company) — Subject company
  • Restoration Robotics, Inc. (company) — Former company name

FAQ

What is the primary purpose of this SC 13D/A filing?

This filing is an amendment to a Schedule 13D, indicating a change in the beneficial ownership of Venus Concept Inc. by Madryn Asset Management, LP and its affiliates.

Who are the filing entities involved in this amendment?

The filing entities are Madryn Asset Management, LP, Madryn Health Advisors, LP, and Madryn Health Partners (Cayman Master), LP.

What is the subject company of this filing?

The subject company is Venus Concept Inc.

When was this amendment filed with the SEC?

This amendment was filed on May 29, 2024.

Has Venus Concept Inc. had previous names?

Yes, Venus Concept Inc. was formerly known as Restoration Robotics, Inc., with name changes recorded on November 21, 2017, and August 8, 2007.

Filing Stats: 4,474 words · 18 min read · ~15 pages · Grade level 14.6 · Accepted 2024-05-29 18:36:58

Key Financial Figures

  • $0.001 — me of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securiti
  • $0.0001 — relates to the common stock, par value $0.0001 per share (the Common Stock ), of Venus
  • $15,475,268 — directly by the Funds was approximately $15,475,268 (excluding brokerage commissions and tr
  • $131.625 — of Common Stock at an exercise price of $131.625 per share, at any time on or prior to e
  • $26,695,110.54 — On December 9, 2020, the Funds acquired $26,695,110.54 aggregate principal amount of the Compa
  • $42,500,000 — 0, pursuant to which the Company repaid $42,500,000 aggregate principal amount owed under t
  • $22,791,748.32 — nged the 2020 Convertible Notes for (i) $22,791,748.32 aggregate principal amount of the Compa
  • $1,000 — s 41.6666667 shares of Common Stock per $1,000 principal amount of 2023 Convertible No
  • $24.00 — presents an initial conversion price of $24.00 per share of Common Stock. The conversi
  • $35,000,000 — ) pursuant to which the Funds exchanged $35,000,000 of senior indebtedness under that certa
  • $60.66 — 2024 Exchange Agreement were priced at $60.66 per share (the Issuance Price ). Each s
  • $30,000,000 — r Common Stock that raises no less than $30,000,000, among other requirements. Each share o

Filing Documents

From the Filing

SC 13D/A 1 d33291dsc13da.htm SC 13D/A SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Venus Concept Inc. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 92332W204 (CUSIP Number) Matthew Girandola Chief Compliance Officer 330 Madison Avenue Floor 33 New York, NY 10017 (646) 560-5490 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 24, 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. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. 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). CUSIP NO. 92332W105 13D/A Page 2 of 12 Pages 1 NAMES OF REPORTING PERSONS MADRYN ASSET MANAGEMENT, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO; AF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION AMERICA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 1,560,797 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 1,560,797 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,560,797 Shares of Common Stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.0% of the outstanding Common Stock 14 TYPE OF REPORTING PERSON PN; IA CUSIP NO. 92332W105 13D/A Page 3 of 12 Pages 1 NAMES OF REPORTING PERSONS MADRYN HEALTH PARTNERS, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF; OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION AMERICA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 577,475 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 577,475 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 577,475 Shares of Common Stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.4% of the outstanding Common Stock 14 TYPE OF REPORTING PERSON PN CUSIP NO. 92332W105 13D/A Page 4 of 12 Pages 1 NAMES OF REPORTING PERSONS MADRYN HEALTH PARTNERS (CAYMAN MASTER), LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS PF; OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 Shares of Common Stock 8 SHARED VOTING POWER 983,322 Shares of Common Stock 9 SOLE DISPOSITIVE POWER 0 Shares of Common Stock 10 SHARED DISPOSITIVE POWER 983,322 Shares of Common Stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 983,322 Shares of Common Stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.6% of the outstanding Common Stock 14 TYPE OF REPORTING PERSON PN CUSIP NO. 92332W105 13D/A Page 5 of 12 Pages 1 NAMES OF REPORTING PERSONS MADRYN HEALTH ADVISORS, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO; AF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION AMERICA NUMBER O

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