Nancy E. Katz - May 1, 2025 Form 4 Insider Report for NeuroMetrix, Inc. (NURO)

Role: Director
Signature: /s/ Thomas T. Higgins, Attorney-in-fact
Stock symbol: NURO
Transactions as of: May 1, 2025
Transactions value $: $0
Form type: 4
Date filed: 5/5/2025, 05:52 PM
Previous filing: May 24, 2024
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
KATZ NANCY E	Director	C/O NEUROMETRIX, INC., 4B GILL STREET, WOBURN	/s/ Thomas T. Higgins, Attorney-in-fact	2025-05-05	0001189692

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NURO	Common Stock	Disposed to Issuer		-7.6K	-100%		0	May 1, 2025	Direct	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	NURO	Restricted Stock Unit	Disposed to Issuer		-13.7K	-100%		0	May 1, 2025	Common Stock	13.7K		Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated December 17, 2024 (the "Merger Agreement"), by and among the Issuer, electroCore, Inc., a Delaware corporation ("Parent"), and Nexus Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub").
F2	Pursuant to the Merger Agreement, as of the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.0001 per share, of the Issuer that was issued and outstanding immediately prior to the Effective Time was converted into the right to receive (i) an amount in cash (the "Per Share Cash Consideration') equal to a pro rata share of the Company's balance of net cash at the Effective Time, after deduction of certain pro rata payments made accordance with the Issuer's Amended and Restated Management Retention and Incentive Plan, without interest and (ii) one contingent value right (a "CVR") representing the right to receive contingent payments subject to the terms and conditions set forth in a contingent value rights agreement entered into between Parent and Equiniti Trust Company, LLC.
F3	Pursuant to the terms of the Merger Agreement, at the Effective Time, each restricted stock unit (each, an "RSU") granted by the Issuer that was outstanding immediately prior to the Effective Time was converted into the right to receive (i) an amount of cash equal to the product of (A) the number of shares of common stock then underlying such RSU multiplied by (B) the Per Share Cash Consideration and (ii) CVRs in an amount equal to the total number of shares of common stock then underlying such RSUs.