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INFORMATION REQUIREMENTS FOR FILINGS UPON ACQUISITION OF
FIVE PERCENT OF A CLASS OF EQUITY SECURITIES SUBJECT TO
THE REPORTING REQUIREMENTS OF THE 1934 ACT
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ______ )*
Novametrix Medical Systems, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
(CUSIP Number)
Dr. Charles F. Manning, Jr., 1831 Ox Bottom Road, Tallahassee, Florida 32312
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
April 2, 1997
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box _____.
* 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 disclosures provided in a prior cover page.
The information required on 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).
Check the following box if a fee is being paid with this statement X.
(A fee is not required only if the reporting person: (1) has a
previous statement on file reporting beneficial ownership of more
than five percent of the class of securities described in Item 1;
and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
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CUSIP No.
(1) Names of Reporting Persons. S.S. or I.R.S.
Identification Nos. of Above Persons See Exhibit A
(2) Check the Appropriate Box if a Member of a Group
(See Instructions) (a) X (b)
(3) SEC use Only
(4) Source of Funds (See Instructions) PF for all reporting persons
(5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
(6) Citizen or Place of Organization United States
Number of Shares Beneficially Owned by Each Reporting Person With
(7) Sole Voting Power See Exhibit A
(8) Shared Voting Power See Exhibit A
(9) Sole Dispositive Power See Exhibit A
(10) Shared Dispositive Power See Exhibit A
(11) Aggregate Amount Beneficially Owned by Each
Reporting Person See Exhibit A
(12) Check if the Aggregate Amount in Row (11)
Excludes Certain Shares (See Instructions)
(13) Percent of Class Represented by Amount in Row (11) See Exhibit A
(14) Type of Reporting Person (See Instructions) IN
EXHIBIT A
1. Item 1: John P. & Barbara P. Mahoney
###-##-#### ###-##-####
Item 7: 6,034
Item 8: 194,741
Item 9: 6,034
Item 10: 211,175
Item 11: 217,209
Item 13: 3.1%
2. Item 1: Todd & Rose M. Patterson
###-##-#### ###-##-####
Item 7: 0
Item 8: 30,000
Item 9: 0
Item 10: 30,000
Item 11: 30,000
Item 13: .4%
3. Item 1: Gary W. & Teresa C. Cater
###-##-#### ###-##-####
Item 7: 0
Item 8: 10,000
Item 9: 0
Item 10: 10,000
Item 11: 10,000
Item 13: .1%
4. Item 1: David T. & Gillian L. Stewart
###-##-#### ###-##-####
Item 7: 0
Item 8: 4,000
Item 9: 0
Item 10: 4,000
Item 11: 4,000
Item 13: .1%
5. Item 1: Charles F. & Meredith S. Manning
###-##-#### ###-##-####
Item 7: 6,470
Item 8: 58,860
Item 9: 7,930
Item 10: 68,860
Item 11: 76,790
Item 13: 1.1%
6. Item 1: Arthur R. & Virginia Lynn Carlson
###-##-#### ###-##-####
Item 7: 200
Item 8: 400
Item 9: 200
Item 10: 1,400
Item 11: 1,600
Item 13: 0%
7. Item 1: Sandra Schwemmer
###-##-####
Item 7: 25,615
Item 8: 0
Item 9: 48,295
Item 10: 0
Item 11: 48,295
Item 13: .7%
8. Item 1: Mike Stary
###-##-####
Item 7: 81,020
Item 8: 0
Item 9: 83,110
Item 10: 0
Item 11: 83,110
Item 13: 1.2%
9. Item 1: Henry J. and Angela S. Yee
###-##-#### ###-##-####
Item 7: 5,854
Item 8: 73,540
Item 9: 5,854
Item 10: 98,480
Item 11: 104,334
Item 13: 1.5%
GENERAL INSTRUCTIONS
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
CHARLES F. & MEREDITH S. MANNING
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: Charles F. & Meredith S. Manning
b. Residence or Business Address:
1831 Ox Bottom Road
Tallahassee, FL 32312
c. Present principal occupation and name of employer:
Physician
Pathology Associates
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S. (both)
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 76,790 (of which 11,460 represents warrants)
Percentage Ownership of Class (as of 4/28/96): 1.1%
b. Shares of Sole Power to Vote: 6,470 (Charles) and 0 (Meredith)
Shares of Joint Power to Vote: 58,860
Shares of Sole Power to Dispose: 7,930 (Charles) and 0 (Meredith)
Shares of Joint Power to Dispose: 68,860
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
JOHN P. MAHONEY AND BARBARA P. MAHONEY
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: John P. & Barbara P. Mahoney
b. Residence or Business Address:
806 Ivanhoe Road
Tallahassee, FL 32308
c. Present principal occupation and name of employer:
Physician
Pathology Associates
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S. (both)
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 217,209 (of which 10,400 represent warrants)
Percentage Ownership of Class (as of 4/28/96): 3.1%
b. Shares of Sole Power to Vote: 4,770 (John) and 1,264 (Barbara)
Shares of Joint Power to Vote: 194,741
Shares of Sole Power to Dispose: 4,770 (John) and 1,264 (Barbara)
Shares of Joint Power to Dispose: 211,175
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
TODD A. PATTERSON AND ROSE M. PATTERSON
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: Todd & Rose M. Patterson
b. Residence or Business Address:
2700 Cline Street
Tallahassee, FL 32312
c. Present principal occupation and name of employer:
Physician
Self-Employed
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S. (both)
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 30,000 (none of which represent warrants)
Percentage Ownership of Class (as of 4/28/96): 0.43%
b. Shares of Sole Power to Vote: 0 (Todd) and 0 (Rose)
Shares of Joint Power to Vote: 30,000
Shares of Sole Power to Dispose: 0 (Todd) and 0 (Rose)
Shares of Joint Power to Dispose: 30,000
c. Purchases during the last 60 days: 10,000
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
GARY W. CATER AND TERESA C. CATER
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: Gary W. & Teresa C. Cater
b. Residence or Business Address:
2569 Noble Drive
Tallahassee, FL 32312
c. Present principal occupation and name of employer:
Physician
Self-Employed
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S. (both)
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 10,000 (none of which represent warrants)
Percentage Ownership of Class (as of 4/28/96): 0.14%
b. Shares of Sole Power to Vote: 0 (Gary) and 0 (Teresa)
Shares of Joint Power to Vote: 10,000
Shares of Sole Power to Dispose: 0 (Gary) and 0 (Teresa)
Shares of Joint Power to Dispose: 10,000
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
DAVID T. STEWART AND GILLIAN L. STEWART
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: David T. & Gillian L. Stewart
b. Residence or Business Address:
2528 Noble Drive
Tallahassee, FL 32312
c. Present principal occupation and name of employer:
Physician
Pathology Associates
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S. (both)
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 4,000 (none of which represent warrants)
Percentage Ownership of Class (as of 4/28/96): 0.06%
b. Shares of Sole Power to Vote: 0 (David) and 0 (Gillian)
Shares of Joint Power to Vote: 4,000
Shares of Sole Power to Dispose: 0 (David) and 0 (Gillian)
Shares of Joint Power to Dispose: 4,000
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
ARTHUR R. CARLSON AND VIRGINIA LYNN CARLSON
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: Arthur R. & Virginia Lynn Carlson
b. Residence or Business Address:
6329 Coach House Ct.
Tallahassee, FL 32312
c. Present principal occupation and name of employer:
Chief Financial Officer
Healthplan Southeast
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S. (both)
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 1,600 (of which 1,000 represents warrants)
Percentage Ownership of Class (as of 4/28/96): 0.023%
b. Shares of Sole Power to Vote: 200 (Arthur) and 0 (Virginia)
Shares of Joint Power to Vote: 400
Shares of Sole Power to Dispose: 200 (Arthur) and 0 (Virginia)
Shares of Joint Power to Dispose: 1400
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
SANDRA SCHWEMMER
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: Sandra Schwemmer
b. Residence or Business Address:
160 Key Heights Drive
Miami, FL 33070-2010
c. Present principal occupation and name of employer:
Physician
EmCare
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S.
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 48,295 (of which 22,680 represent warrants)
Percentage Ownership of Class (as of 4/28/96): 0.7%
b. Shares of Sole Power to Vote: 25,615
Shares of Joint Power to Vote: n/a
Shares of Sole Power to Dispose: 48,295
Shares of Joint Power to Dispose: n/a
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
MIKE STARY
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: Mike Stary
b. Residence or Business Address:
16780 S.W. 277th Street
Miami, FL 33031-2722
c. Present principal occupation and name of employer:
Physician
EmCare
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S.
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 83,110 (of which 2,090 represent warrants)
Percentage Ownership of Class (as of 4/28/96): 1.2%
b. Shares of Sole Power to Vote: 81,020
Shares of Joint Power to Vote: n/a
Shares of Sole Power to Dispose: 83,110
Shares of Joint Power to Dispose: n/a
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.
SCHEDULE 13D
Schedule 13D dated April 3, 1997 filed by the Charles F. Manning, Jr.,
M.D. Group regarding the common stock of Novametrix Medical Systems, Inc.
HENRY J. YEE AND ANGELA S. YEE
ITEM 1 - SECURITY AND ISSUER:
a. Security: Common Stock
b. Issuer and Executive Office Address
Novametrix Medical Systems, Inc.
56 Carpenter Lane
Wallingford, Connecticut 06492
ITEM 2 - IDENTITY AND BACKGROUND
a. Name: Henry J. and Angela S. Yee
b. Residence or Business Address:
5137 Hampton Lake Drive
Marietta, Georgia 30068
c. Present principal occupation and name of employer:
Self-Employed
d. Criminal Convictions: None
e. Civil Judgments, etc.: None
f. Citizenship: U.S. (both)
ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:
Personal Investment
ITEM 4 - PURPOSE OF TRANSACTION
The purpose of the group is to (1) seek to place two representatives on
the Board of Directors, (2) change the current management team, and (3)
negotiate the sale and merger of the Corporation.
ITEM 5 - INTEREST IN SECURITIES OF ISSUER
a. Number of Shares: 104,334 (of which 24,940 represents warrants)
Percentage Ownership of Class (as of 4/28/96): 1.49%
b. Shares of Sole Power to Vote: 2,946 (Henry) and 2,908 (Angela)
Shares of Joint Power to Vote: 73,540
Shares of Sole Power to Dispose: 2.946 (Henry) and 2,908 (Angela)
Shares of Joint Power to Dispose: 98,480
c. Purchases during the last 60 days: None
d. Power to Direct: None
e. Not applicable
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
See "Consent Form and Confirmation" attached.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS.
See "Consent Form and Confirmation" attached.