Filing Details
- Accession Number:
- 0001140361-23-047055
- Form Type:
- 13D Filing
- Publication Date:
- 2023-10-04 20:00:00
- Filed By:
- Wygod Martin J
- Company:
- Nanostring Technologies Inc (NASDAQ:NSTG)
- Filing Date:
- 2023-10-05
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Martin J. Wygod | 3,001,530 | 0 | 3,001,530 | 0 | 3,001,530 | 6.31 % |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
NANOSTRING TECHNOLOGIES, INC.
(Name of Issuer)
Common Stock par value $0.0001
(Title of Class of Securities)
63009R109
(CUSIP Number)
Martin J. Wygod
P.O. Box 7188
Rancho Santa Fe, California 92067
(201) 703-3419
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communication)
October 4, 2023
(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 remainder of this cover page shall be filled out for a reporting person’s 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.
CUSIP No. 63009R109
| 1 | NAMES OF REPORTING PERSONS | | | ||
| Martin J. Wygod | | | |||
| | | ||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) | ☐ | ||
| (b) | ☐ | ||||
| | | ||||
| 3 | SEC USE ONLY | | | ||
| | | | |||
| | | ||||
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | | | ||
| PF | | | |||
| | | ||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) | | ☐ | ||
| | | ||||
| | | ||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | | | ||
| United States of America | | | |||
| | | ||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER | | | |
| 3,001,530 | | | |||
| | | ||||
| 8 | SHARED VOTING POWER | | | ||
| 0 | | | |||
| | | ||||
| 9 | SOLE DISPOSITIVE POWER | | | ||
| 3,001,530 | | | |||
| | | ||||
| 10 | SHARED DISPOSITIVE POWER | | | ||
| 0 | | | |||
| | | ||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | ||
| 3,001,530 | | | |||
| | | ||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | | ☒ | ||
| | | ||||
| | | ||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | ||
| 6.31% (1) | | | |||
| | | ||||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | | | ||
| IN | | | |||
| | | ||||
| (1) | Based upon 47,545,550 shares of common stock of the Issuer outstanding as of July 27, 2023, as disclosed in the Issuer’s Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2023, that was
filed by the Issuer with the SEC on August 3, 2023. |
| CUSIP No. 63009R109 | SCHEDULE 13D |
This Amendment No. 1 (the “Amendment”) amends and supplements the Schedule 13D filed by the Reporting Person on September 23, 2023 (the “Original Schedule 13D”). Capitalized terms
used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Original Schedule 13D.
| ITEM 5. | INTEREST IN SECURITIES OF THE ISSUER. |
Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:
(a) – (b) The information contained in rows 7, 8, 9, 10, 11 and 13 on the cover page of this Schedule 13D (including footnotes thereto) is incorporated herein by reference. As of
the date hereof, the Reporting Person may be deemed to be the beneficial owner of 3,001,530 Shares, constituting 6.31% of the Shares outstanding.
The Reporting Person’s beneficial ownership percentage is calculated using 47,545,550 shares of common stock of the Issuer outstanding as of July 27, 2023, as disclosed in the
Issuer’s Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2023, that was filed by the Issuer with the SEC on August 3, 2023.
(c) Except for the open market purchases described below, the Reporting Person has not effected any transactions in the Shares since the filing of the Original Schedule 13D.
| Acquisition Date | Shares Purchased | Average Price Per Share | ||
| 10/04/2023 | 104,085 | $1.37 | ||
| 10/03/2023 | 70,000 | $1.47 | ||
| 10/02/2023 | 118,705 | $1.58 | ||
| 9/29/2023 | 256,958 | $1.72 | ||
| 9/28/2023 | 5,000 | $1.91 |
(d) None.
(e) Not applicable.
| CUSIP No. 63009R109 | SCHEDULE 13D |
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and
correct.
| Date: October 5, 2023 | MARTIN J. WYGOD |
| /s/ Martin J. Wygod |