UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
Under the
Securities Exchange Act of 1934
(Amendment No.
1)*
Common stock,
$0.001 par value
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(Title of Class of
Securities)
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(Date of Event which Requires
Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
* The remainder of this cover page shall be filled out for a
person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior
cover page.
The information required in the remainder of this cover page
shall not be deemed to be “filed” for the purpose of Section 18 of
the Securities Exchange Act of 1934 (the “Act”) or otherwise
subject to the liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however, see the
Notes).
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1
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NAMES OF REPORTING
PERSONS
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Nomura Holdings, Inc.
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2
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CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
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Japan
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NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING
POWER
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0
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6
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SHARED VOTING
POWER
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2,952,334 (1)
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7
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SOLE DISPOSITIVE
POWER
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0
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8
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SHARED DISPOSITIVE
POWER
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2,952,334 (1)
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9
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AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,952,334
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10
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CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
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7.2% (2)
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12
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TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
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HC
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This represents 2,952,334 shares beneficially owned by Nomura
Global Financial Products, Inc. (“NGFP”). NGFP is a wholly owned
subsidiary of Nomura Holdings, Inc., which accordingly may be
deemed to beneficially own the shares beneficially owned by
NGFP.
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The percent of class is calculated based on 41,282,134 shares
of common stock issued and outstanding as of November 8, 2022 as
reported in the Issuer’s Quarterly Report on Form 10-Q for the
fiscal quarter ended September 30, 2022 filed with the SEC on
November 10, 2022.
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1
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NAMES OF REPORTING
PERSONS
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Nomura Global Financial Products,
Inc.
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2
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CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING
POWER
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0
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6
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SHARED VOTING
POWER
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2,952,334
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7
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SOLE DISPOSITIVE
POWER
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0
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8
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SHARED DISPOSITIVE
POWER
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2,952,334
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9
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AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,952,334
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10
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CHECK IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
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7.2% (3)
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12
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TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
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BD
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| (3) |
The percent of class is calculated based on 41,282,134 shares
of common stock issued and outstanding as of November 8, 2022 as
reported in the Issuer’s Quarterly Report on Form 10-Q for the
fiscal quarter ended September 30, 2022 filed with the SEC on
November 10, 2022.
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Item 1.
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(a)
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Name of Issuer:
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CorMedix Inc.
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(b)
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Address of Issuer's Principal Executive Offices:
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300 Connell Drive, Suite 4200
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Berkeley Heights, NJ 07922
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Item 2.
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(a)
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Name of Person(s) Filing:
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Nomura Holdings, Inc.
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Nomura Global Financial Products, Inc.
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(b)
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Address of Principal Business Office or, if none,
Residence:
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Nomura Holdings, Inc.
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13-1, Nihonbashi 1-chome, Chuo-ku, Tokyo 103-8645, Japan
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Nomura Global Financial Products, Inc.
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Worldwide Plaza
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309 West 49th
Street
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New York, NY 10019
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(c)
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Citizenship:
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Nomura Holdings, Inc.
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Japan
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Nomura Global Financial Products, Inc.
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Delaware
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(d)
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Title of Class of Securities:
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Common Stock, par value $0.001
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(e)
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CUSIP Number:
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21900C308
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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:
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(a)
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Broker or dealer registered under section 15 of the Act (15
U.S.C. 78o).
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c).
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(d)
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Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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An investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);
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(h)
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A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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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);
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(j)
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A non-U.S. institution in accordance with §
240.13d-1(b)(1)(ii)(J);
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(k)
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Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If
filing as a non-U.S. institution in accordance with §
240.13d-1(b)(1)(ii)(J), please specify the type of institution:
___________________
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Items 5-11 of the cover page are
incorporated by reference
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Item 5. |
Ownership of Five Percent or Less of a Class.
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If this statement is being filed to
report the fact that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five percent of the
class of securities, check the following ☐.
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Item 6. |
Ownership of More than Five Percent on Behalf of Another
Person.
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Not applicable
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Item 7. |
Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company or Control Person.
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See Exhibit B
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Item 8. |
Identification and Classification of Members of the
Group.
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Not applicable
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Item 9. |
Notice of Dissolution of Group.
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Not applicable
By signing below I certify that, to
the best of my knowledge and belief, the securities referred to
above were acquired and are held in the ordinary course of business
and 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 the knowledge and belief of the undersigned, the
undersigned certify that the information set forth in this
statement is true, complete and correct.
EXECUTED as a sealed instrument
this 14th
day of February, 2023.
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Nomura Holdings, Inc.
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/s/ Samir Patel
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Name: Samir Patel
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Title: Managing Director
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Nomura Global Financial Products, Inc.
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/s/ Samir Patel
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Name: Samir Patel
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Title: Authorized Officer
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Index to Exhibits
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Exhibit
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Exhibit
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A
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Joint Filing Agreement
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B
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Subsidiaries
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EXHIBIT A
JOINT FILING
AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange
Act of 1934, the persons or entities named below agree to the joint
filing on behalf of each of them of this Schedule 13G with respect
to the Securities of the Issuer and further agree that this Joint
Filing Agreement be included as an exhibit to this Schedule 13G. In
evidence thereof, the undersigned hereby execute this Joint Filing
Agreement as of February 14, 2023.
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Nomura Holdings, Inc.
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/s/ Samir Patel
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Name: Samir Patel
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Title: Managing Director
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Nomura Global Financial Products, Inc.
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/s/ Samir Patel
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Name: Samir Patel
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Title: Authorized Officer
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EXHIBIT B
SUBSIDIARIES
Nomura Global Financial Products, Inc. is a wholly owned
subsidiary of Nomura Holdings, Inc.