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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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CVRx, Inc. (Name of Issuer) |
Common Stock, $0.01 par value (Title of Class of Securities) |
(CUSIP Number) |
Jorey Chernett 6222 Indianwood Tr., SUITE 650 Bloomfield Hills, MI, 48301 248-469-8811 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/30/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Chernett Jorey | ||||||||
| 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)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
165,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0.62 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, $0.01 par value | |
| (b) | Name of Issuer:
CVRx, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
9201 WEST BROADWAY AVENUE, SUITE 650, MINNEAPOLIS,
MINNESOTA
, 55445. | |
Item 1 Comment:
The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned ("Amendment No. 1"). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Schedule 13D. As a result of the transactions described herein, the filing of this Amendment No. 1 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Person. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 is hereby amended and restated to read as follows:
The 165,000 Shares held by Mr. Chernett were acquired through private transactions using personal funds in the amount of $475,200. | ||
| Item 4. | Purpose of Transaction | |
Item 4 is hereby amended to add the following:
This Amendment No. 1 is being filed to report that, following a difference of opinion with the Issuer's management regarding the Issuer's strategic direction, the Reporting Person has sold Shares and, as a result, no longer beneficially owns more than five percent of the outstanding Shares. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) is hereby amended and restated to read as follows:
The aggregate percentage of Shares beneficially owned by the Reporting Person is based upon 26,641,597 of the Issuer's shares of Common Stock outstanding as of July 30, 2026, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 6, 2026.
As of the close of business on October 2, 2026, the Reporting Person beneficially owned 165,000 Shares.
Percentage: Approximately 0.62% | |
| (b) | Item 5(b) is hereby amended and restated to read as follows:
1. Sole power to vote or direct vote: 165,000
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 165,000
4. Shared power to dispose or direct the disposition: 0 | |
| (c) | Item 5(c) is hereby amended and restated to read as follows:
The transactions in the Shares by the Reporting Person since the filing of the original Schedule 13D are set forth in more detail in Exhibit 1 attached hereto. | |
| (d) | Item 5(d) is hereby amended and restated to read as follows:
No person other than the Reporting Person is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. | |
| (e) | Item 5(e) is hereby amended and restated to read as follows:
On 9/30/2026, the Reporting Person ceased to be the beneficial owner of more than five percent of the outstanding Shares. Accordingly, this Amendment No. 1 constitutes an exit filing for the Reporting Person. | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 1: Transactions in the Securities | ||
| 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.
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