FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MANCHESTER MANAGEMENT CO LLC
2. Issuer Name and Ticker or Trading Symbol

SANUWAVE Health, Inc. [ SNWV ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
_____ Officer (give title below)    __X__ Other (specify below)
Director by Deputization
(Last)          (First)          (Middle)

2 CALLE CANDINA, #1701
3. Date of Earliest Transaction (MM/DD/YYYY)

11/14/2022
(Street)

SAN JUAN, PR 00907
4. If Amendment, Date Original Filed (MM/DD/YYYY)

1/12/2023 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person
(City)        (State)        (Zip)
Rule 10b5-1(c) Transaction Indication
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Future Advance Convertible Promissory Note $.04 11/14/2022  J   $400000 (1)   11/15/2022 (2) (3)Common Stock, par value $0.001  (1) (1)$400000 (1)I See footnote (4)
Common Stock Purchase Warrant  (5)11/14/2022  J   20000000    11/15/2022 (6)11/15/2027 Common Stock, par value $0.001 20000000  (7)20000000 I See footnote (4)

Explanation of Responses:
(1) Per the Future Advance Convertible Promissory Note included as Exhibit 4.3 of the Issuer's S-1/A filed on December 22, 2022 (Exhibit 4.3"), the Reporting Persons are entitled to a number of shares of Common Stock by dividing (x) the sum of (A) the portion of the principal to be converted, redeemed or otherwise with respect to which this determination is being made and (B) accrued and unpaid interest with respect to such principal, and (y) $0.04. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.3, which is incorporated by reference. This Future Advance Convertible Promissory Note was erroneously listed as a disposition on the Form 4 filed on 1/12/2023.
(2) The exercise of the Future Advance Convertible Promissory Note is subject to the limitations and conditions on exercise set forth in Exhibit 4.3, including the limitation that such notes are not currently exercisable into shares until such time as the Issuer's authorized and unissued shares are at a number sufficient to permit the exercise of all warrants and the conversion or exercise of all other share equivalents. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.3, which is incorporated by reference.
(3) After all principal, accrued interest and other amounts at any time owed on the note have been paid in full, the note shall automatically be deemed canceled, shall be surrendered to the Issuer for cancellation and shall not be reissued. The foregoing description of the note does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.3, which is incorporated by reference.
(4) The reported securities are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(5) Per the Common Stock Purchase Warrant included as Exhibit 4.4 of the Issuer's S-1/A filed on December 22, 2022 ("Exhibit 4.4"), it is currently intended there will be two warrants issued, one with a strike price of $0.067 and the other with a strike price of $0.04. This Common Stock Purchase Warrant was erroneously listed as a disposition on the Form 4 filed on 1/12/2023.
(6) The exercise of the reported warrants are subject to the limitations and conditions on exercise set forth in the Common Stock Purchase Warrant, including the limitation that such warrants are not currently exercisable into shares until such time as the Issuer's authorized and unissued shares are at a number sufficient to permit the exercise of all warrants and the conversion or exercise of all other share equivalents. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4, which is incorporated by reference.
(7) The warrant may be exercised into shares by the Reporting Persons pursuant to a formula contained in the Common Stock Purchase Warrant. The foregoing description of the warrant does not purport to be complete and is subject to and qualified in its entirety by reference to Exhibit 4.4, which is incorporated by reference.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
MANCHESTER MANAGEMENT CO LLC
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907



Director by Deputization
Manchester Explorer, L.P.
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907



Director by Deputization
MANCHESTER MANAGEMENT PR, LLC
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907



Director by Deputization
BESSER JAMES E
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907



Director by Deputization
FRANK MORGAN C.
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907



Director by Deputization

Signatures
Manchester Management Company, LLC, By: /s/ James E. Besser, Managing Member5/16/2023
**Signature of Reporting PersonDate

Manchester Explorer, L.P., By: /s/ James E. Besser, Managing Member of the General Partner5/16/2023
**Signature of Reporting PersonDate

Manchester Management PR, LLC, By: /s/ James E. Besser, Managing Member5/16/2023
**Signature of Reporting PersonDate

James E. Besser, By: /s/ James E. Besser5/16/2023
**Signature of Reporting PersonDate

Morgan C. Frank, By: /s/ Morgan C. Frank5/16/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
Grafico Azioni SANUWAVE Health (QB) (USOTC:SNWV)
Storico
Da Mag 2024 a Giu 2024 Clicca qui per i Grafici di SANUWAVE Health (QB)
Grafico Azioni SANUWAVE Health (QB) (USOTC:SNWV)
Storico
Da Giu 2023 a Giu 2024 Clicca qui per i Grafici di SANUWAVE Health (QB)