0000950170-24-043468.txt : 20240410 0000950170-24-043468.hdr.sgml : 20240410 20240410184131 ACCESSION NUMBER: 0000950170-24-043468 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240408 FILED AS OF DATE: 20240410 DATE AS OF CHANGE: 20240410 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Enterprise Associates 16, L.P. CENTRAL INDEX KEY: 0001694560 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40537 FILM NUMBER: 24836821 BUSINESS ADDRESS: STREET 1: 1954 GREENSPRING DRIVE STREET 2: SUITE 600 CITY: TIMONIUM STATE: MD ZIP: 21093 BUSINESS PHONE: 410-842-4000 MAIL ADDRESS: STREET 1: 1954 GREENSPRING DRIVE STREET 2: SUITE 600 CITY: TIMONIUM STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEA 16 GP, LLC CENTRAL INDEX KEY: 0001712882 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40537 FILM NUMBER: 24836819 BUSINESS ADDRESS: STREET 1: 1954 GREENSPRING DRIVE, SUITE 600 CITY: TIMONIUM STATE: MD ZIP: 21093 BUSINESS PHONE: 410-842-4000 MAIL ADDRESS: STREET 1: 1954 GREENSPRING DRIVE, SUITE 600 CITY: TIMONIUM STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEA Partners 16, L.P. CENTRAL INDEX KEY: 0001712881 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40537 FILM NUMBER: 24836820 BUSINESS ADDRESS: STREET 1: 1954 GREENSPRING DRIVE, SUITE 600 CITY: TIMONIUM STATE: MD ZIP: 21093 BUSINESS PHONE: 410-842-4000 MAIL ADDRESS: STREET 1: 1954 GREENSPRING DRIVE, SUITE 600 CITY: TIMONIUM STATE: MD ZIP: 21093 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NeueHealth, Inc. CENTRAL INDEX KEY: 0001671284 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] ORGANIZATION NAME: 02 Finance IRS NUMBER: 474991296 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9250 NW 36TH STREET STREET 2: SUITE 420 CITY: DORAL STATE: FL ZIP: 33178 BUSINESS PHONE: 612-238-1321 MAIL ADDRESS: STREET 1: 9250 NW 36TH STREET STREET 2: SUITE 420 CITY: DORAL STATE: FL ZIP: 33178 FORMER COMPANY: FORMER CONFORMED NAME: Bright Health Group Inc. DATE OF NAME CHANGE: 20210309 FORMER COMPANY: FORMER CONFORMED NAME: Bright Health Inc. DATE OF NAME CHANGE: 20160404 4 1 ownership.xml 4 X0508 4 2024-04-08 0001671284 NeueHealth, Inc. NEUE 0001694560 New Enterprise Associates 16, L.P. 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 false false true false 0001712881 NEA Partners 16, L.P. 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 false false true false 0001712882 NEA 16 GP, LLC 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 false false true false false Warrant (Right to Buy) 0.01 2024-04-08 4 P false 123729 A Common Stock 123729 123729 D Pursuant to the Warrantholders Agreement ("Warrantholders Agreement"), dated April 8, 2024, between the Issuer and the holders listed on Schedule 1 thereto, the warrants will be issued on the first business day following the conclusion of the 10 calendar day period after the distribution of the letter required to be mailed by the Issuer to its shareholders pursuant to Section 312.05 of the NYSE Listed Company Manual (such date, the "Closing Date"). The warrants will be exercisable at any time after issuance and prior to the close of business on the fifth anniversary of the Closing Date. Warrants to be issued pursuant to the Warrantholders Agreement and the Credit Agreement, dated August 4, 2023, as amended by that certain Incremental Amendment No. 1, dated as of October 2, 2023, and that certain Incremental Amendment No. 2, dated as of April 8, 2024, between the Issuer and the lenders thereto. The securities are directly held by New Enterprise Associates 16, L.P. ("NEA 16") and are indirectly held by NEA Partners 16, L.P. ("NEA Partners 16"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP (collectively, the "NEA 16 Managers"), together, the "NEA 16 Indirect Reporting Persons"). The NEA 16 Managers are Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Scott D. Sandell and Paul Walker. The NEA 16 Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA 16 in which the NEA 16 Indirect Reporting Persons have no pecuniary interest. /s/ Zachary Bambach, attorney-in-fact 2024-04-10