13D Filing: Healthcor Management LP and Careview Communications Inc (CRVW)

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CUSIP NO. 141743104 13D Page 16 of 20

This Amendment No. 21 to Schedule 13D (the “Amendment”)
amends and supplements the beneficial ownership statement on Schedule 13D originally filed with the Securities and Exchange Commission
on May 2, 2011, as amended by Amendment No. 1 filed October 3, 2011, Amendment No. 2 filed January 3, 2012, Amendment No. 3 filed
February 2, 2012, Amendment No. 4 filed October 2, 2012, Amendment No. 5 filed April 5, 2013, Amendment No. 6 filed October 2,
2013, Amendment No. 7 filed January 3, 2014, Amendment No. 8 filed January 21, 2014, Amendment No. 9 filed July 1, 2014, Amendment
No. 10 filed January 6, 2015, Amendment No. 11 filed February 20, 2015, Amendment No. 12 filed April 12, 2015, Amendment No. 13
filed July 6, 2015, Amendment No. 14 filed October 2, 2015, Amendment No. 15 filed January 4, 2016, Amendment No. 16 filed April 6,
2016, Amendment No. 17 filed July 1, 2016, Amendment No. 18 filed October 3, 2016, Amendment No. 19 filed January 3, 2017 and Amendment
No. 20 filed April 3, 2017 (collectively, the “Original Statement”). The persons filing this Amendment are HealthCor
Management, L.P., HealthCor Associates, LLC, HealthCor Hybrid Offshore Master Fund, L.P., HealthCor Hybrid Offshore GP, LLC, HealthCor
Group, LLC, HealthCor Partners Management, L.P., HealthCor Partners Management GP, LLC, HealthCor Partners Fund, L.P., HealthCor
Partners, L.P., HealthCor Partners GP, LLC, Jeffrey C. Lightcap, Joseph Healey and Arthur Cohen. The Original Statement, as amended
by this Amendment (the “Statement”), relates to the shares of Common Stock of CareView Communications, Inc., par value
$0.001 (the “Common Stock”).

Capitalized terms used herein but not defined shall have the
meanings ascribed to them in the Original Statement. This Amendment amends the Original Statement as specifically set forth herein.
Except as set forth below, all previous Items in the Original Statement remain unchanged.

The Amendment is being filed for the purpose of reflecting the
interest payments paid in kind on the 2011 Notes, 2012 Notes, 2014 Notes and 2015 Notes on June 30, 2017.

Item 5. Interest in
Securities of the Issuer

Item 5 is hereby amended and restated in its entirety as follows:

(a)          Collectively, the Reporting Persons beneficially own
an aggregate of 86,870,668 shares of Common Stock, representing (i) 8,015,052 shares of Common Stock that may be acquired upon
conversion of the 2015 Notes (including interest paid in kind through June 30, 2017), (ii) 19,127,557 shares of Common Stock
that may be acquired upon conversion of the 2014 Notes (including interest paid in kind through June 30, 2017), (iii) 7,713,761
shares of Common Stock that may be acquired upon conversion of the 2012 Notes (including interest paid in kind through June 30,
2017), (iv) 33,315,030 shares of Common Stock that may be acquired upon conversion of the 2011 Notes (including interest paid in
kind through June 30, 2017), (v) 11,782,859 shares of Common Stock that may be acquired upon exercise of the 2011 Warrants, (vi)
4,000,000 shares of Common Stock that may be acquired upon exercise of the 2014 Warrants (vii) 1,916,409 shares of Common Stock
that may be acquired upon exercise of the 2015 Warrants and (viii) 1,000,000 shares of Common Stock that may be acquired upon exercise
of the Sixth Amendment Warrants (the 2011 Warrants, the 2014 Warrants, the 2015 Warrants and the Sixth Amendment Warrants together,
the “Warrants”). This aggregate amount represents approximately 38.4% of the Issuer’s outstanding common stock,
based upon 139,380,748 shares outstanding, as reported outstanding as of May 15, 2017 in the Issuer’s most recent Quarterly
Report on Form 10-Q, and gives effect to the conversion of all 2011 Notes, 2012 Notes, 2014 Notes and 2015 Notes held by the Reporting
Persons into Common Stock and the exercise of all Warrants held by the Reporting Persons.

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