EW Healthcare Partners, L.P. - 26 Mar 2026 Form 4 Insider Report for Venus Concept Inc. (VERO)

Reporting relationship: Other*, 10%+ Owner
Issuer ticker: VERO
Reported as of: 26 Mar 2026
Net transaction value: $0
SEC form: 4
Accepted by SEC: 27 Mar 2026, 16:05:02 UTC
Prior SEC filing: 19 Jan 2024
Source filing: View source filing
Reporting owner signature: EW Healthcare Partners, L.P.; By Essex Woodlands Fund IX-GP, L.P., its General Partner; By Essex Woodlands IX, LLC, its General Partner; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill

Key filing fact

EW Healthcare Partners, L.P. filed Form 4 for Venus Concept Inc. (VERO) on 27 Mar 2026.

Key facts

This page summarizes EW Healthcare Partners, L.P.'s Form 4 filing for Venus Concept Inc. (VERO).
3 reported transactions and 12 derivative rows are listed below.
Accepted by SEC: 27 Mar 2026, 16:05.

Change

Previous filing in this sequence was filed on 19 Jan 2024.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (4)

CIK 0001612343 Primary reporting owner

EW Healthcare Partners, L.P.

Relationship: Other*, 10%+ Owner
Address: 21 WATERWAY AVENUE, SUITE 150, THE WOODLANDS
Signature: EW Healthcare Partners, L.P.; By Essex Woodlands Fund IX-GP, L.P., its General Partner; By Essex Woodlands IX, LLC, its General Partner; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill
Signature date: 27 Mar 2026

CIK 0001736240

EW Healthcare Partners-A, L.P.

Relationship: Other*, 10%+ Owner
Address: 21 WATERWAY AVENUE, SUITE 150, THE WOODLANDS
Signature: EW Healthcare Partners-A, L.P.; By Essex Woodlands Fund IX-GP, L.P., its General Partner; By Essex Woodlands IX, LLC, its General Partner; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill
Signature date: 27 Mar 2026

CIK 0001652285

Essex Woodlands Fund IX-GP, L.P.

Relationship: Other*, 10%+ Owner
Address: 21 WATERWAY AVENUE, SUITE 150, THE WOODLANDS
Signature: Essex Woodlands Fund IX-GP, L.P.; By Essex Woodlands IX, LLC, its General Partner; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill
Signature date: 27 Mar 2026

CIK 0001652286

Essex Woodlands IX, LLC

Relationship: Other*, 10%+ Owner
Address: 21 WATERWAY AVENUE, SUITE 150, THE WOODLANDS
Signature: Essex Woodlands IX, LLC; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill
Signature date: 27 Mar 2026

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

VERO transaction Derivative

Junior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,500,000
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 90,913
Exercise price: $0.000000
Footnotes: F1, F2, F3, F8

VERO transaction Derivative

Junior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,500,000
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 90,913
Exercise price: $0.000000
Footnotes: F1, F2, F3, F8

VERO transaction Derivative

Junior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,500,000
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 90,913
Exercise price: $0.000000
Footnotes: F1, F2, F3, F8

VERO transaction Derivative

Junior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,500,000
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 90,913
Exercise price: $0.000000
Footnotes: F1, F2, F3, F8

VERO transaction Derivative

Senior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,575,810
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 382,022
Exercise price: $0.000000
Footnotes: F1, F4, F5, F8

VERO transaction Derivative

Senior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,575,810
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 382,022
Exercise price: $0.000000
Footnotes: F1, F4, F5, F8

VERO transaction Derivative

Senior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,575,810
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 382,022
Exercise price: $0.000000
Footnotes: F1, F4, F5, F8

VERO transaction Derivative

Senior Convertible Preferred Stock

Sale

Transaction value
Shares: -1,575,810
Change %: -100%
Price
Shares after: 0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 382,022
Exercise price: $0.000000
Footnotes: F1, F4, F5, F8

VERO transaction Derivative

Secured Subordinated Convertible Notes

Sale

Transaction value
Shares
Change %
Price
Shares after: $0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 195,777
Exercise price
Footnotes: F1, F6, F7, F8

VERO transaction Derivative

Secured Subordinated Convertible Notes

Sale

Transaction value
Shares
Change %
Price
Shares after: $0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 195,777
Exercise price
Footnotes: F1, F6, F7, F8

VERO transaction Derivative

Secured Subordinated Convertible Notes

Sale

Transaction value
Shares
Change %
Price
Shares after: $0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 195,777
Exercise price
Footnotes: F1, F6, F7, F8

VERO transaction Derivative

Secured Subordinated Convertible Notes

Sale

Transaction value
Shares
Change %
Price
Shares after: $0
Date: 26 Mar 2026
Ownership: See footnotes
Underlying class: Common Stock
Underlying amount: 195,777
Exercise price
Footnotes: F1, F6, F7, F8

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 8 footnotes

Footnote F1

Pursuant to a Securities Purchase Agreement (the "SPA"), dated March 26, 2026, by and among EW Healthcare Partners, L.P. ("EWHP"), EW Healthcare Partners-A, L.P. ("EWHP-A" and, together with EWHP, the "EWHP Funds"), Madryn Health Partners, LP, Madryn Health Partners (Cayman Master), LP (together, "Madryn"), and the other parties thereto, the EWHP Funds sold to Madryn the securities reported herein, for an aggregate sale price of $2,600,000.

Footnote F2

The shares of Junior Convertible Preferred Stock are convertible into shares of Common Stock at a ratio of 0.0606 shares of Common Stock for each share of Junior Convertible Preferred Stock at the option of the holder at any time or by the Issuer under certain conditions.

Footnote F3

The share total shown above is the aggregate amount of shares of Junior Convertible Preferred Stock sold by EWHP and EWHP-A pursuant to the SPA. EWHP sold 1,441,983 shares of the amount shown above and EWHP-A sold 58,017 shares of the amount shown above.

Footnote F4

The shares of Senior Convertible Preferred Stock are convertible into shares of Common Stock at a ratio of 0.2424 shares of Common Stock for each share of Senior Convertible Preferred Stock at the option of the holder at any time or by the Issuer under certain conditions.

Footnote F5

The share total shown above is the aggregate amount of shares of Senior Convertible Preferred Stock sold by EWHP and EWHP-A pursuant to the SPA. EWHP sold 1,514,864 shares of the amount shown above and EWHP-A sold 60,946 shares of the amount shown above.

Footnote F6

The secured subordinated convertible notes in the aggregate principal (including payment-in-kind interest) plus accrued and unpaid interest (calculated through March 25, 2026) amount of $2,694,091.31 (the "Notes") are convertible at any time into an aggregate 195,777 shares of Common Stock at a conversion rate of 72.6691 shares of Common Stock for each $1,000.00 principal amount of Notes.

Footnote F7

The amount shown above is the aggregate principal and interest amount of Notes sold by EWHP and EWHP-A pursuant to the SPA. EWHP sold $2,589,895.67 of the principal and interest amount shown above and EWHP-A sold $104,195.64 of the principal and interest amount shown above.

Footnote F8

Essex Woodlands Fund IX-GP, L.P. (the "EW Fund IX GP"), is the general partner of the EWHP Funds. Essex Woodlands IX, LLC (the "General Partner") is the general partner of EW Fund IX GP. The General Partner holds sole voting and dispositive power over the securities held by each of the EW Funds. The managers of the General Partner are Martin P. Sutter, R. Scott Barry, Ronald Eastman, Petri Vainio and Steve Wiggins (collectively, the "Managers") and may exercise voting and investment control over the securities only by majority action of the Managers. Each individual Manager, EW Fund IX GP and the General Partner disclaims ownership over the securities except to the extent of his or its respective pecuniary interest therein.