Amendment: SEC Form SC 13G/A filed by NeuroOne Medical Technologies Corporation

11/14/24 3:41:01 PM ET

Medical/Dental Instruments

Health Care

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SC 13G/A 1 NeuroOne13g093024t.txt NMTC 13G/A THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* NeuroOne Medical Technologies Corp. (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 64130M100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed: [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] 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). CUSIP No. 64130M100 (1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only): AWM Investment Company, Inc. (2) Check the Appropriate Box if a Member of a Group (See Instructions) (a)___ b)___ (3) SEC Use Only (4) Citizenship or Place of Organization: Delaware, United States Number of Shares Beneficially Owned by Each Reporting Person With (5) Sole Voting Power: 2,387,500** (6) Shared Voting Power: 0** (7) Sole Dispositive Power: 2,387,500** (8) Shared Dispositive Power: 0** (9) Aggregate Amount Beneficially Owned by Each Reporting Person: 2,387,500** (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): (11) Percent of Class Represented by Amount in Row (9): 7.7%** (12) Type of Reporting Person (See Instructions): IA **AWM Investment Company, Inc., a Delaware corporation (AWM), is the investment adviser to Special Situations Private Equity Fund, L.P. (SSPE) and Special Situations Life Sciences Fund, L.P. (SSLS). (SSPE and SSLS will hereafter be referred to as the Funds). As the investment adviser to the Funds, AWM holds sole voting and investment power over 2,387,500 shares of Common Stock of the Issuer (the Shares) and 1,250,000 Warrants*** to purchase 416,667 Shares of Common Stock and 187,500 Warrants held by SSPE and 1,750,000 Warrants*** to purchase 583,333 Shares of Common Stock held by SSLS. See Items 2 and 4 of this Schedule for additional information. *** The Warrants described herein may only be exercised to the extent that the total number of Common Shares then beneficially owned does not exceed 9.99% of the outstanding shares. Item 1(a). Name Of Issuer: NeuroOne Medical Technologies Corp. Item 1(b). Address of Issuer?s Principal Executive Offices: 7599 Anagram Drive Eden Prairie, MN 55344 Item 2(a). Name of Person Filing: The person filing this report is AWM Investment Company, Inc., a Delaware corporation (AWM), which is the investment adviser to Special Situations Private Equity Fund, L.P., a Delaware limited partnership (SSPE) and Special Situations Life Sciences Fund, L.P., a Delaware limited partnership (SSLS), (SSPE and SSLS, will hereafter be referred to as the Funds). The principal business of each Fund is to invest in equity and equity-related securities and other securities of any kind or nature. David M. Greenhouse (Greenhouse) and Adam C. Stettner (Stettner) are members of: MG Advisers, L.L.S., a Delaware limited liability company (MG), the general partner of SSPE and LS Advisers, L.L.C., a New York limited liability company (LS). Greenhouse and Stettner are also controlling principals of AWM. Item 2(b). Address of Principal Business Office or, if None, Residence: The principal business address for AWM is c/o Special Situations Funds, 527 Madison Avenue, Suite 2600, New York, NY 10022. Item 2(c). Citizenship: AWM is a Delaware Corporation. Item 2(d). Title of Class of Securities: Common Stock, Par Value $0.001 Item 2(e). CUSIP No.: 64130M100 Item 3. If This Statement Is Filed Pursuant to ??240.13d-1(b) or 240.13d-2(b) or (c), check whether the Person Filing is a: Not Applicable. Item 4. Ownership (a) Amount Beneficially Owned: 2,387,500** (b) Percent of Class: 7.7%** (c) Number of Shares as to which the person has: (i) sole power to vote or to direct the vote: 2,387,500** (ii) shared power to vote or to direct the vote: 0** (iii) sole power to dispose or to direct the disposition of: 2,387,500** (iv) shared power to dispose or to direct the disposition of: 0** ______________________________________________________________________ **AWM Investment Company, Inc., a Delaware corporation (AWM), is the investment adviser to Special Situations Private Equity Fund, L.P. (SSPE) and Special Situations Life Sciences Fund, L.P. (SSLS). (SSPE and SSLS will hereafter be referred to as the Funds). As the investment adviser to the Funds, AWM holds sole voting and investment power over 2,387,500 shares of Common Stock of the Issuer (the Shares) and 1,250,000 Warrants*** to purchase 416,667 Shares of Common Stock and 187,500 Warrants held by SSPE and 1,750,000 Warrants*** to purchase 583,333 Shares of Common Stock held by SSLS. Greenhouse and Stettner are members of: MG, the general partner of SSPE and LS, the general partner of SSLS. Greenhouse and Stettner are also controlling principals of AWM. 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. ___ Item 6. Ownership of More Than Five Percent on Behalf of Another Person Not Applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person Not Applicable. Item 8. Identification and Classification of Members of the Group Not Applicable. Item 9. Notice of Dissolution of Group Not Applicable. Item 10. Certification 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 that 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. Dated: November 14, 2024 AWM INVESTMENT COMPANY, INC. By:/s/ Adam Stettner Name: Adam Stettner Title: Executive Vice President Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) -1-

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Date

Price Target

Rating

Analyst

5/5/2025

$1.45

Buy

Ladenburg Thalmann

3/29/2022

$6.00 → $2.00

Buy → Hold

Craig Hallum

12/3/2021

$5.75

Buy

Alliance Global Partners

11/15/2021

$6.00

Buy

Craig-Hallum

Amendment: SEC Form SC 13G/A filed by NeuroOne Medical Technologies Corporation

11/14/24 3:41:01 PM ET

$NMTC

Medical/Dental Instruments

Health Care

Get the next $NMTC alert in real time by email

Date

Price Target

Rating

Analyst

5/5/2025

$1.45

Buy

Ladenburg Thalmann

3/29/2022

$6.00 → $2.00

Buy → Hold

Craig Hallum

12/3/2021

$5.75

Buy

Alliance Global Partners

11/15/2021

$6.00

Buy

Craig-Hallum

Amendment: SEC Form SC 13G/A filed by NeuroOne Medical Technologies Corporation

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Amendment: SEC Form SC 13G/A filed by NeuroOne Medical Technologies Corporation

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Recent Analyst Ratings for
$NMTC

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SEC Filings

NeuroOne Medical Technologies Corporation filed SEC Form 8-K: Results of Operations and Financial Condition, Other Events, Financial Statements and Exhibits

NeuroOne Medical Technologies Corporation filed SEC Form 8-K: Other Events

NeuroOne Medical Technologies Corporation filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

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Analyst Ratings

Ladenburg Thalmann initiated coverage on Numerical Tech with a new price target

Numerical Tech downgraded by Craig Hallum with a new price target

Alliance Global Partners initiated coverage on NeuroOne Medical Tech with a new price target

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Press Releases

NeuroOne® to Participate in Sidoti Small-Cap Conference on September 17th and 18th, 2025

NeuroOne® Receives FDA 510(k) Clearance for OneRF® Trigeminal Nerve Ablation System to Treat Facial Pain

NeuroOne® Reports Third Quarter Fiscal Year 2025 Financial Results; Revenue Increases 105% YoY and Gross Margin Expands to 53.9%

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Insider Trading

Chief Technology Officer Mertens Steve covered exercise/tax liability with 906 shares, decreasing direct ownership by 0.56% to 161,329 units (SEC Form 4)

Business Development Director Christianson Mark covered exercise/tax liability with 253 shares, decreasing direct ownership by 0.11% to 230,985 units (SEC Form 4)

CEO and President Rosa David A covered exercise/tax liability with 2,458 shares, decreasing direct ownership by 0.21% to 1,156,373 units (SEC Form 4)

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Insider Purchases

Chief Financial Officer Mcclurg Ronald W. bought $100,000 worth of shares (200,000 units at $0.50), increasing direct ownership by 82% to 444,117 units (SEC Form 4)

CEO and President Rosa David A bought $50,000 worth of shares (100,000 units at $0.50), increasing direct ownership by 9% to 1,161,289 units (SEC Form 4)

Volker Christopher bought $105,000 worth of shares (75,000 units at $1.40) (SEC Form 4)

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Leadership Updates

NeuroOne Strengthens Leadership Team with Appointment of Emily Johns as General Counsel and Corporate Secretary

NeuroOne Appoints Renowned Neurosurgeon Dr. Parag Patil as Chief Medical Advisor

NeuroOne® Appoints Medtech Executive Christopher R. Volker as Chief Operating Officer and Reports Inducement Grant Under Nasdaq Listing Rule 5635(c)(4)

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Financials

NeuroOne® Reports Third Quarter Fiscal Year 2025 Financial Results; Revenue Increases 105% YoY and Gross Margin Expands to 53.9%

NeuroOne® to Report Third Quarter Fiscal Year 2025 Financial Results on Thursday, August 14 at 8:30 a.m. Eastern Time - Update

NeuroOne® to Report Third Quarter Fiscal Year 2025 Financial Results on Thursday, August 14 at 8:30 a.m. Eastern Time

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Large Ownership Changes