Home/Filings/4/0001062993-25-014851

4//SEC Filing

HealthCor Partners Fund LP 4

Accession 0001062993-25-014851

CIK 0001464521other

View on SEC.gov Company Profile

Filed

Aug 21, 8:00 PM ET

Accepted

Aug 22, 5:15 PM ET

Size

45.1 KB

Accession

0001062993-25-014851

Insider Transaction Report

Form 4

Period: 2025-08-11

Heartflow, Inc.HTFL

HealthCor Partners Management LP

10% Owner

Transactions

Conversion
Series C Preferred
2025-08-11−1,248,939→ 0 total(indirect: By HealthCor Partners Fund, L.P.)
→ Common Stock (1,248,939 underlying)
Conversion
Series C Preferred Stock
2025-08-11−624,471→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (624,471 underlying)
Conversion
Common Stock
2025-08-11+1,248,939→ 1,248,939 total(indirect: By HealthCor Partners Fund, L.P.)
Conversion
Common Stock
2025-08-11+4,615,542→ 4,615,542 total(indirect: By LLC)
Conversion
Convertible Promissory Note
2025-08-11−96,068→ 0 total(indirect: By LLC)
Exercise: $15.20→ Common Stock (96,068 underlying)
Conversion
Common Stock
2025-08-11+833,075→ 833,075 total(indirect: By HealthCor Partners Fund II, L.P.)
Conversion
Series D Preferred
2025-08-11−1,630,231→ 0 total(indirect: By LLC)
→ Common Stock (1,630,231 underlying)
Conversion
Series D Preferred
2025-08-11−208,604→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (208,604 underlying)
Conversion
Series E Preferred Stock
2025-08-11−1,099,378→ 0 total(indirect: By LLC)
→ Common Stock (1,099,378 underlying)
Conversion
Series F Preferred Stock
2025-08-11−1,337,337→ 0 total(indirect: By LLC)
→ Common Stock (1,337,337 underlying)
Conversion
Series F-1 Preferred Stock
2025-08-11−452,528→ 0 total(indirect: By LLC)
→ Common Stock (452,528 underlying)

HealthCor Partners Fund LP

10% Owner

Transactions

Conversion
Common Stock
2025-08-11+833,075→ 833,075 total(indirect: By HealthCor Partners Fund II, L.P.)
Conversion
Series F Preferred Stock
2025-08-11−1,337,337→ 0 total(indirect: By LLC)
→ Common Stock (1,337,337 underlying)
Conversion
Common Stock
2025-08-11+1,248,939→ 1,248,939 total(indirect: By HealthCor Partners Fund, L.P.)
Conversion
Series C Preferred
2025-08-11−1,248,939→ 0 total(indirect: By HealthCor Partners Fund, L.P.)
→ Common Stock (1,248,939 underlying)
Conversion
Series E Preferred Stock
2025-08-11−1,099,378→ 0 total(indirect: By LLC)
→ Common Stock (1,099,378 underlying)
Conversion
Common Stock
2025-08-11+4,615,542→ 4,615,542 total(indirect: By LLC)
Conversion
Series D Preferred
2025-08-11−1,630,231→ 0 total(indirect: By LLC)
→ Common Stock (1,630,231 underlying)
Conversion
Series D Preferred
2025-08-11−208,604→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (208,604 underlying)
Conversion
Series F-1 Preferred Stock
2025-08-11−452,528→ 0 total(indirect: By LLC)
→ Common Stock (452,528 underlying)
Conversion
Convertible Promissory Note
2025-08-11−96,068→ 0 total(indirect: By LLC)
Exercise: $15.20→ Common Stock (96,068 underlying)
Conversion
Series C Preferred Stock
2025-08-11−624,471→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (624,471 underlying)

HealthCor Partners II, L.P.

10% Owner

Transactions

Conversion
Common Stock
2025-08-11+1,248,939→ 1,248,939 total(indirect: By HealthCor Partners Fund, L.P.)
Conversion
Series D Preferred
2025-08-11−1,630,231→ 0 total(indirect: By LLC)
→ Common Stock (1,630,231 underlying)
Conversion
Series D Preferred
2025-08-11−208,604→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (208,604 underlying)
Conversion
Series F-1 Preferred Stock
2025-08-11−452,528→ 0 total(indirect: By LLC)
→ Common Stock (452,528 underlying)
Conversion
Common Stock
2025-08-11+833,075→ 833,075 total(indirect: By HealthCor Partners Fund II, L.P.)
Conversion
Series C Preferred
2025-08-11−1,248,939→ 0 total(indirect: By HealthCor Partners Fund, L.P.)
→ Common Stock (1,248,939 underlying)
Conversion
Series C Preferred Stock
2025-08-11−624,471→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (624,471 underlying)
Conversion
Series F Preferred Stock
2025-08-11−1,337,337→ 0 total(indirect: By LLC)
→ Common Stock (1,337,337 underlying)
Conversion
Series E Preferred Stock
2025-08-11−1,099,378→ 0 total(indirect: By LLC)
→ Common Stock (1,099,378 underlying)
Conversion
Common Stock
2025-08-11+4,615,542→ 4,615,542 total(indirect: By LLC)
Conversion
Convertible Promissory Note
2025-08-11−96,068→ 0 total(indirect: By LLC)
Exercise: $15.20→ Common Stock (96,068 underlying)

HealthCor Partners Fund II, L.P.

10% Owner

Transactions

Conversion
Series E Preferred Stock
2025-08-11−1,099,378→ 0 total(indirect: By LLC)
→ Common Stock (1,099,378 underlying)
Conversion
Series F-1 Preferred Stock
2025-08-11−452,528→ 0 total(indirect: By LLC)
→ Common Stock (452,528 underlying)
Conversion
Series D Preferred
2025-08-11−1,630,231→ 0 total(indirect: By LLC)
→ Common Stock (1,630,231 underlying)
Conversion
Series D Preferred
2025-08-11−208,604→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (208,604 underlying)
Conversion
Convertible Promissory Note
2025-08-11−96,068→ 0 total(indirect: By LLC)
Exercise: $15.20→ Common Stock (96,068 underlying)
Conversion
Common Stock
2025-08-11+4,615,542→ 4,615,542 total(indirect: By LLC)
Conversion
Common Stock
2025-08-11+833,075→ 833,075 total(indirect: By HealthCor Partners Fund II, L.P.)
Conversion
Series C Preferred Stock
2025-08-11−624,471→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (624,471 underlying)
Conversion
Series F Preferred Stock
2025-08-11−1,337,337→ 0 total(indirect: By LLC)
→ Common Stock (1,337,337 underlying)
Conversion
Series C Preferred
2025-08-11−1,248,939→ 0 total(indirect: By HealthCor Partners Fund, L.P.)
→ Common Stock (1,248,939 underlying)
Conversion
Common Stock
2025-08-11+1,248,939→ 1,248,939 total(indirect: By HealthCor Partners Fund, L.P.)

HCPCIV 1, LLC

10% Owner

Transactions

Conversion
Series C Preferred Stock
2025-08-11−624,471→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (624,471 underlying)
Conversion
Series E Preferred Stock
2025-08-11−1,099,378→ 0 total(indirect: By LLC)
→ Common Stock (1,099,378 underlying)
Conversion
Common Stock
2025-08-11+1,248,939→ 1,248,939 total(indirect: By HealthCor Partners Fund, L.P.)
Conversion
Common Stock
2025-08-11+833,075→ 833,075 total(indirect: By HealthCor Partners Fund II, L.P.)
Conversion
Common Stock
2025-08-11+4,615,542→ 4,615,542 total(indirect: By LLC)
Conversion
Series C Preferred
2025-08-11−1,248,939→ 0 total(indirect: By HealthCor Partners Fund, L.P.)
→ Common Stock (1,248,939 underlying)
Conversion
Series F-1 Preferred Stock
2025-08-11−452,528→ 0 total(indirect: By LLC)
→ Common Stock (452,528 underlying)
Conversion
Series D Preferred
2025-08-11−1,630,231→ 0 total(indirect: By LLC)
→ Common Stock (1,630,231 underlying)
Conversion
Series D Preferred
2025-08-11−208,604→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (208,604 underlying)
Conversion
Series F Preferred Stock
2025-08-11−1,337,337→ 0 total(indirect: By LLC)
→ Common Stock (1,337,337 underlying)
Conversion
Convertible Promissory Note
2025-08-11−96,068→ 0 total(indirect: By LLC)
Exercise: $15.20→ Common Stock (96,068 underlying)

HealthCor Partners GP, LLC

10% Owner

Transactions

Conversion
Series C Preferred Stock
2025-08-11−624,471→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (624,471 underlying)
Conversion
Series D Preferred
2025-08-11−1,630,231→ 0 total(indirect: By LLC)
→ Common Stock (1,630,231 underlying)
Conversion
Series E Preferred Stock
2025-08-11−1,099,378→ 0 total(indirect: By LLC)
→ Common Stock (1,099,378 underlying)
Conversion
Convertible Promissory Note
2025-08-11−96,068→ 0 total(indirect: By LLC)
Exercise: $15.20→ Common Stock (96,068 underlying)
Conversion
Common Stock
2025-08-11+1,248,939→ 1,248,939 total(indirect: By HealthCor Partners Fund, L.P.)
Conversion
Series C Preferred
2025-08-11−1,248,939→ 0 total(indirect: By HealthCor Partners Fund, L.P.)
→ Common Stock (1,248,939 underlying)
Conversion
Common Stock
2025-08-11+833,075→ 833,075 total(indirect: By HealthCor Partners Fund II, L.P.)
Conversion
Common Stock
2025-08-11+4,615,542→ 4,615,542 total(indirect: By LLC)
Conversion
Series D Preferred
2025-08-11−208,604→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (208,604 underlying)
Conversion
Series F Preferred Stock
2025-08-11−1,337,337→ 0 total(indirect: By LLC)
→ Common Stock (1,337,337 underlying)
Conversion
Series F-1 Preferred Stock
2025-08-11−452,528→ 0 total(indirect: By LLC)
→ Common Stock (452,528 underlying)

HealthCor Partners LP

10% Owner

Transactions

Conversion
Common Stock
2025-08-11+4,615,542→ 4,615,542 total(indirect: By LLC)
Conversion
Series D Preferred
2025-08-11−208,604→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (208,604 underlying)
Conversion
Common Stock
2025-08-11+833,075→ 833,075 total(indirect: By HealthCor Partners Fund II, L.P.)
Conversion
Series D Preferred
2025-08-11−1,630,231→ 0 total(indirect: By LLC)
→ Common Stock (1,630,231 underlying)
Conversion
Series E Preferred Stock
2025-08-11−1,099,378→ 0 total(indirect: By LLC)
→ Common Stock (1,099,378 underlying)
Conversion
Series F-1 Preferred Stock
2025-08-11−452,528→ 0 total(indirect: By LLC)
→ Common Stock (452,528 underlying)
Conversion
Series C Preferred Stock
2025-08-11−624,471→ 0 total(indirect: By HealthCor Partners Fund II, L.P.)
→ Common Stock (624,471 underlying)
Conversion
Common Stock
2025-08-11+1,248,939→ 1,248,939 total(indirect: By HealthCor Partners Fund, L.P.)
Conversion
Series F Preferred Stock
2025-08-11−1,337,337→ 0 total(indirect: By LLC)
→ Common Stock (1,337,337 underlying)
Conversion
Convertible Promissory Note
2025-08-11−96,068→ 0 total(indirect: By LLC)
Exercise: $15.20→ Common Stock (96,068 underlying)
Conversion
Series C Preferred
2025-08-11−1,248,939→ 0 total(indirect: By HealthCor Partners Fund, L.P.)
→ Common Stock (1,248,939 underlying)

Footnotes (9)

[F1]Each share of Series C preferred stock automatically converted into approximately 0.5764 shares of Heartflow, Inc.'s ("Heartflow") common stock immediately prior to the closing of Heartflow's initial public offering. These shares are reported on Table II herein on an as-converted basis.
[F2]HealthCor Partners Fund, L.P. ("HCP Fund") is a private investment partnership which is the direct beneficial owner of the securities reported herein. The shares held by HCP Fund may be deemed to be beneficially owned by HealthCor Partners L.P. ("HCPLP"), its general partner, and by HealthCor Partners GP, LLC ("HCPGP"), the general partner of HCPLP. Each of HCPLP and HCPGP hereby disclaims any beneficial ownership of shares held by HCP Fund except to the extent of any pecuniary interest therein
[F3]Each share of Series D preferred stock automatically converted into approximately 0.6467 shares of Heartflow's common stock immediately prior to the closing of Heartflow's initial public offering. These shares are reported on Table II herein on an as-converted basis.
[F4]HealthCor Partners Fund II, L.P. ("HCPII Fund") is a private investment partnership which is the direct beneficial owner of the securities reported herein. The shares held by HCPII Fund may be deemed to be beneficially owned by HealthCor Partners II L.P. ("HCP2LP"), its general partner, and by HCPGP, the general partner of HCP2LP. Each of HCP2LP and HCPGP hereby disclaims any beneficial ownership of shares held by HCPII Fund except to the extent of any pecuniary interest therein
[F5]Each share of Series E preferred stock automatically converted into approximately 0.6951 shares of Heartflow's common stock immediately prior to the closing of Heartflow's initial public offering. These shares are reported on Table II herein on an as-converted basis.
[F6]Each share of Series F preferred stock and Series F-1 preferred stock automatically converted into approximately 0.3425 shares of Heartflow's common stock immediately prior to the closing of Heartflow's initial public offering. These shares are reported on Table II herein on an as-converted basis.
[F7]Upon the closing of Heartflow's initial public offering, the convertible promissory notes automatically converted into shares of Heartflow's common stock at a conversion price of 80% of the price per share in Heartflow's initial public offering, subject to a valuation ceiling of $2.0 billion. The shares of common stock that were issuable upon conversion of the convertible promissory note had no expiration date. These shares are reported in Table II herein on an as-converted basis.
[F8]HCPCIV 1, LLC ("HCPCIV") is a private investment limited liability company which is the direct beneficial owner of the securities reported herein. The shares held by HCPCIV may be determined to be beneficially owned by HCP2LP, its managing member, and by HCPGP. Each of HCP2LP and HCPGP hereby disclaims any beneficial ownership of shares held by HCPCOV except to the extent of any pecuniary interest therein.
[F9]HealthCor Partners Management, L.P. is the investment manager for each of HCP Fund, HCPH Fund, and HCPCIV and has voting and investment discretion with respect to such entities' securities reported herein. HealthCor Partners Management, L.P. hereby disclaims any beneficial ownership of shares held by HCP Fund, HCPH Fund, and HCPCIV except to the extent of any pecuiary interest therein.

Documents

3 files

Issuer

Heartflow, Inc.

CIK 0001464521

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001408660

Filing Metadata

Form type: 4
Filed: Aug 21, 8:00 PM ET
Accepted: Aug 22, 5:15 PM ET
Size: 45.1 KB

View on SEC.gov