UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Hansen Medical, Inc.
(Name of Issuer)
Common Stock $0.0001 par value
(Title of Class of Securities)
411307101
(CUSIP Number)
December 31, 2015
(Date of Event Which Requires Filing of this
Statement)
Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:
o
Rule 13d-1(b)
S
Rule 13d-1(c)
o
Rule 13d-1(d)
*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 the disclosures provided in a prior cover page.
The information required in 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).
Persons who respond to the collection of
information contained in this form are not
required to respond unless the form displays a currently valid OMB control number.
CUSIP No. 411307101
Page 2 of 6
|
1. Names of Reporting Persons.
Birchview Capital, LP
38-3924650
|
2. Check the Appropriate Box if a Member of a Group
(a) o
(b) o |
3. SEC Use Only |
4. Citizenship or Place of Organization
Delaware |
Number of Shares
Beneficially
Owned by
Each Reporting
Person With: |
5. Sole Voting Power
0 shares |
6. Shared Voting Power
758,843 shares
|
7. Sole Dispositive Power
0 shares |
8. Shared Dispositive Power
758,843 shares |
9. Aggregate Amount Beneficially Owned by Each Reporting
Person
Birchview Capital, LP -
758,843 shares |
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares o |
11. Percent of Class Represented by Amount in Row (9)
Birchview Capital, LP -- 3.97% |
12. Type of Reporting Person
Birchview Capital, LP – IA
|
CUSIP No. 411307101
Page 3 of 6
|
1. Names of Reporting Persons.
Matthew Strobeck
Not applicable
|
2. Check the Appropriate Box if a Member of a Group
(a) o
(b) o |
3. SEC Use Only |
4. Citizenship or Place of Organization
Matthew Strobeck – United
States |
Number of Shares
Beneficially
Owned by
Each Reporting
Person With: |
5. Sole Voting Power
0 shares |
6. Shared Voting Power
758,843 shares |
7. Sole Dispositive Power
0 shares |
8. Shared Dispositive Power
758,843 shares |
9. Aggregate Amount Beneficially Owned by Each Reporting Person
Matthew Strobeck – 758,843
shares |
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares o |
11. Percent of Class Represented by Amount in Row (9)
Matthew Strobeck -- 3.97% |
12. Type of Reporting Person
Matthew Strobeck – IN |
CUSIP No. 411307101
Page 4 of 6
ITEM 1.
(a) Name of Issuer:
Hansen Medical, Inc.
(b) Address of Issuer's
Principal Executive Offices:
800 East Middlefield
Road, Mountain View, CA 94043
ITEM 2.
(a) Name of Person Filing:
Birchview Capital, LP
Matthew Strobeck
(b) Address of Principal
Business Office, or if None, Residence:
Birchview Capital, LP
Matthew Strobeck
688 Pine Street, Suite
D
Burlington, VT 05401
(c) Citizenship:
Birchview Capital,
LP -- Delaware
Matthew Strobeck --
United States
(d) Title of Class of Securities:
Common Stock $0.0001 par value
(e) CUSIP Number:
411307101
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT
TO SS.240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
|
(a) |
[_] |
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). |
|
(b) |
[_] |
Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). |
|
(c) |
[_] |
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c). |
|
(d) |
[_] |
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
|
(e) |
[_] |
An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E); |
|
(f) |
[_] |
An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F); |
|
(g) |
[_] |
A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G); |
|
(h) |
[_] |
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
|
(i) |
[_] |
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
|
(j) |
[_] |
Group, in accordance with ss.240.13d-1(b)(1)(ii)(J). |
ITEM 4. OWNERSHIP.
Provide the following information regarding
the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially
owned: Birchview Capital, LP –758,843 shares
Matthew Strobeck
–758,843 shares
(b) Percent of class:
Birchview Capital, LP – 3.97%
Matthew Strobeck
– 3.97%
CUSIP No. 411307101
Page 5 of 6
(c) Number of shares as
to which such person has:
(i) Sole power to vote
or to direct the vote
Birchview Capital,
LP – 0 shares
Matthew Strobeck
– 0 shares
(ii) Shared power
to vote or to direct the vote
Birchview
Capital, LP – 758,843 shares
Matthew Strobeck
– 758,843 shares
(iii) Sole power to
dispose or to direct the disposition of
Birchview Capital, LP
– 0 shares
Matthew Strobeck
– 0 shares
(iv) Shared power to
dispose or to direct the disposition of
Birchview
Capital, LP –758,843 shares
Matthew Strobeck
– 758,843 shares
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS
OF A CLASS.
If this statement is being filed to report
the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the
class of securities, check the following [X].
INSTRUCTION: Dissolution of a group requires
a response to this item.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT
ON BEHALF OF ANOTHER PERSON.
If any other person is known to have the right
to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement
to that effect should be included in response to this item and, if such interest relates to more than five percent of the class,
such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company
Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
ITEM 7. IDENTIFICATION AND CLASSIFICATION
OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
If a parent holding company or Control person
has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity
and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule
pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
ITEM 8. IDENTIFICATION AND CLASSIFICATION
OF MEMBERS OF THE GROUP.
If a group has filed this schedule pursuant
to ss.240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification
of each member of the group. If a group has filed this schedule pursuant to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit
stating the identity of each member of the group.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Notice of dissolution of a group may be furnished
as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported
on will be filed, if required, by members of the group, in their individual capacity. See Item 5.
CUSIP No. 411307101
Page 6 of 6
ITEM 10. CERTIFICATIONS.
The following certification
shall be included if the statement is filed pursuant to S.240.13d-1(c):
By signing below I certify that, to the best
of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having such purpose or effect.
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.
BIRCHVIEW
CAPITAL, LP
By:
Birchview Capital GP, LLC, its general partner
By:
/s/ Matthew Strobeck
Matthew
Strobeck, its manager
MATTHEW STROBECK
By: /s/ Matthew Strobeck
Matthew Strobeck,
individually
The original statement shall be signed by each
person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person
by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's
authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who
signs the statement shall be typed or printed beneath his signature.
EXHIBIT 1
JOINT FILING AGREEMENT
This Joint Filing Agreement
dated February 16, 2016 is by and between Birchview Capital, LP, a Delaware limited partnership, and
Matthew Strobeck, an individual (the foregoing are collectively referred to herein as the "Filers"). Each of the
Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G with
respect to common shares, $0.0001 par value of Hansen Medical, Inc. beneficially owned by them from time to
time. Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended,
the Filers hereby agree to file a single statement on Schedule 13D and/or 13G (and any amendments thereto) on behalf of each
of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required
by such rule. This Joint Filing Agreement may be terminated by any of the Filers upon one week's prior written notice or
such lesser period of notice as the Filers may mutually agree.
Executed and delivered as of the date first above written.
BIRCHVIEW CAPITAL, LP
By: Birchview Capital GP, LLC,
its general partner
By: /s/ Matthew Strobeck
Matthew Strobeck, its manager
MATTHEW STROBECK
By: /s/ Matthew Strobeck
Hansen Medical, Inc. (MM) (NASDAQ:HNSN)
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Hansen Medical, Inc. (MM) (NASDAQ:HNSN)
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