[SCHEDULE 13G] enVVeno Medical Corporation SEC Filing

Rhea-AI Filing Summary

Kingdon group disclosed a passive holding in enVVeno Medical Corporation (NVNO). The filing reports that Kingdon Capital Management, L.L.C. and affiliated entities and individual Mark Kingdon together hold shared voting and dispositive power over 1,359,261 shares, representing 7.1% of the outstanding common stock. M. Kingdon Offshore Master Fund, L.P. and Kingdon GP, LLC each report 1,265,845 shares (6.6%). The filing states the securities are owned by advisory clients and were not acquired to change or influence control of the issuer. Signatures from authorized representatives and exhibits (Joint Filing Agreement and Control Person Identification) are attached.

Positive

• Reported ownership above the 5% threshold: 1,359,261 shares (7.1%) provides clear regulatory disclosure
• Detailed attribution: Separate reporting for Kingdon Capital Management, M. Kingdon Offshore Master Fund, Kingdon GP, LLC and Mark Kingdon aids transparency
• Certification of passive intent: Statement that securities were not acquired to influence or change control is explicitly included

Negative

• No sole voting or dispositive power: All reporting persons list zero sole voting and sole dispositive power
• Majority of shares held via advisory clients: All securities are directly owned by advisory clients, limiting direct control (as stated)
• Potential ambiguity on exact list of advisory clients: The filing notes clients hold the securities but does not identify them individually

Insights

Securities Analyst

TL;DR: Kingdon entities report a >5% passive stake (7.1%) in NVNO with shared voting/dispositive power; filing asserts non-control intent.

The Schedule 13G indicates a publicly reportable position: 1,359,261 shares (7.1%) reported by Kingdon Capital Management and Mark Kingdon, with M. Kingdon Offshore Master Fund and Kingdon GP reporting 1,265,845 shares (6.6%). All reported holdings show zero sole voting or dispositive power and instead list shared voting and dispositive power, consistent with advisory-client ownership. The statement explicitly certifies the holdings were not acquired to influence control, supporting a passive investor classification under Rule 13d-1(b).

Corporate Governance Expert

TL;DR: Disclosure is material for governance monitoring—>5% ownership triggers reporting; structure shows advisory ownership and disclaimer of control.

The filing provides required transparency for a stakeholder above the 5% threshold. It identifies the reporting persons, their jurisdictions, exact share counts, percentages of class, and the lack of sole voting or dispositive authority. The inclusion of a joint filing agreement and a control-person identification exhibit aligns with standard governance disclosure practices. The signed certification reiterates the passive nature of the position.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

enVVeno Medical Corporation

(Name of Issuer)

Common Stock, $0.00001 par value

(Title of Class of Securities)

29415J106

(CUSIP Number)

09/02/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 29415J106

1

Names of Reporting Persons

Kingdon Capital Management, L.L.C.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,359,261.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,359,261.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,359,261.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.1 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 29415J106

1

Names of Reporting Persons

M. Kingdon Offshore Master Fund, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,265,845.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,265,845.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,265,845.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.6 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 29415J106

1

Names of Reporting Persons

Kingdon GP, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,265,845.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,265,845.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,265,845.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.6 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 29415J106

1

Names of Reporting Persons

Mark Kingdon

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,359,261.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,359,261.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,359,261.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.1 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: enVVeno Medical Corporation
(b)	Address of issuer's principal executive offices: 70 Doppler, Irvine, California 92618, United States of America
Item 2.
(a)	Name of person filing: Kingdon Capital Management, L.L.C. M. Kingdon Offshore Master Fund L.P. Kingdon GP, LLC Mark Kingdon
(b)	Address or principal business office or, if none, residence: Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, New York 10019 United States of America M. Kingdon Offshore Master Fund L.P. c/o Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, New York 10019 United States of America Kingdon GP, LLC c/o Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, New York 10019 United States of America Mark Kingdon c/o Kingdon Capital Management, L.L.C. 152 West 57th Street, 50th Floor New York, New York 10019 United States of America
(c)	Citizenship: Kingdon Capital Management, L.L.C. - Delaware M. Kingdon Offshore Master Fund L.P. - Cayman Islands Kingdon GP, LLC - Delaware Mark Kingdon - United States
(d)	Title of class of securities: Common Stock, $0.00001 par value
(e)	CUSIP No.: 29415J106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: Kingdon Capital Management, L.L.C. - 1,359,261 M. Kingdon Offshore Master Fund L.P. - 1,265,845 Kingdon GP, LLC - 1,265,845 Mark Kingdon - 1,359,261
(b)	Percent of class: Kingdon Capital Management, L.L.C. - 7.1% M. Kingdon Offshore Master Fund L.P. - 6.6% Kingdon GP, LLC - 6.6% Mark Kingdon - 7.1%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Kingdon Capital Management, L.L.C. - 0 M. Kingdon Offshore Master Fund L.P. - 0 Kingdon GP, LLC - 0 Mark Kingdon - 0
	(ii) Shared power to vote or to direct the vote: Kingdon Capital Management, L.L.C. - 1,359,261 M. Kingdon Offshore Master Fund L.P. - 1,265,845 Kingdon GP, LLC - 1,265,845 Mark Kingdon - 1,359,261
	(iii) Sole power to dispose or to direct the disposition of: Kingdon Capital Management, L.L.C. - 0 M. Kingdon Offshore Master Fund L.P. - 0 Kingdon GP, LLC - 0 Mark Kingdon - 0
	(iv) Shared power to dispose or to direct the disposition of: Kingdon Capital Management, L.L.C. - 1,359,261 M. Kingdon Offshore Master Fund L.P. - 1,265,845 Kingdon GP, LLC - 1,265,845 Mark Kingdon - 1,359,261
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. All of the securities reported in this Schedule 13G are directly owned by advisory clients of Kingdon Capital Management, L.L.C. None of those advisory clients, other than M. Kingdon Offshore Master Fund L.P., may be deemed to beneficially own more than 5% of the Common Stock, $0.00001 par value.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Please see Exhibit B attached hereto.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Kingdon Capital Management, L.L.C.

Signature:	/s/ Richard Weinstein
Name/Title:	Richard Weinstein/Chief Operating Officer & General Counsel
Date:	09/09/2025

M. Kingdon Offshore Master Fund, L.P.

Signature:	By: Kingdon GP, LLC, its general partner, By: /s/ Mark Kingdon
Name/Title:	Mark Kingdon/Managing Member
Date:	09/09/2025

Kingdon GP, LLC

Signature:	/s/ Mark Kingdon
Name/Title:	Mark Kingdon/Managing Member
Date:	09/09/2025

Mark Kingdon

Signature:	/s/ Mark Kingdon
Name/Title:	Mark Kingdon
Date:	09/09/2025

Comments accompanying signature: * Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.

Exhibit Information

Exhibit A - Joint Filing Agreement Exhibit B - Control Person Identification

FAQ

What stake in NVNO does Kingdon Capital Management report?

Kingdon Capital Management, L.L.C. reports beneficial ownership of 1,359,261 shares, equal to 7.1% of the common stock.

How much does M. Kingdon Offshore Master Fund own in NVNO?

M. Kingdon Offshore Master Fund, L.P. reports ownership of 1,265,845 shares, representing 6.6% of the class.

Do the reporting persons have sole voting or dispositive power over the shares?

No. Each reporting person indicates 0 sole voting power and 0 sole dispositive power, and reports shared voting and dispositive power instead.

Was the position acquired to influence control of enVVeno Medical Corporation?

The filing includes a certification stating the securities were not acquired and are not held for the purpose of changing or influencing control of the issuer.

Are exhibits included with the Schedule 13G filing?

Yes. The filing lists Exhibit A (Joint Filing Agreement) and Exhibit B (Control Person Identification).