UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

NANOSTRING TECHNOLOGIES, INC.

(Name of Issuer)

Common Stock par value $0.0001

(Title of Class of Securities)

63009R109

(CUSIP Number)

Martin J. Wygod

P.O. Box 7188

Rancho Santa Fe, California 92067

(201) 703-3419

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communication)

October 4, 2023

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

The remainder of this cover page shall be filled out for a reporting 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 disclosures provided in a prior cover page.

The information required on 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 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

CUSIP No. 63009R109

1	NAMES OF REPORTING PERSONS
	Martin J. Wygod

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☐

3	SEC USE ONLY


4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	PF

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐


6	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			3,001,530

		8	SHARED VOTING POWER
			0

		9	SOLE DISPOSITIVE POWER
			3,001,530

		10	SHARED DISPOSITIVE POWER
			0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,001,530

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☒


13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	6.31% (1)

14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

(1)	Based upon 47,545,550 shares of common stock of the Issuer outstanding as of July 27, 2023, as disclosed in the Issuer’s Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2023, that was filed by the Issuer with the SEC on August 3, 2023.

CUSIP No. 63009R109

SCHEDULE 13D

This Amendment No. 1 (the “Amendment”) amends and supplements the Schedule 13D filed by the Reporting Person on September 23, 2023 (the “Original Schedule 13D”). Capitalized terms used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Original Schedule 13D.

ITEM 5.

INTEREST IN SECURITIES OF THE ISSUER.

Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:

(a) – (b) The information contained in rows 7, 8, 9, 10, 11 and 13 on the cover page of this Schedule 13D (including footnotes thereto) is incorporated herein by reference. As of the date hereof, the Reporting Person may be deemed to be the beneficial owner of 3,001,530 Shares, constituting 6.31% of the Shares outstanding.

The Reporting Person’s beneficial ownership percentage is calculated using 47,545,550 shares of common stock of the Issuer outstanding as of July 27, 2023, as disclosed in the Issuer’s Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2023, that was filed by the Issuer with the SEC on August 3, 2023.

(c) Except for the open market purchases described below, the Reporting Person has not effected any transactions in the Shares since the filing of the Original Schedule 13D.

Acquisition Date	Shares Purchased	Average Price Per Share
10/04/2023	104,085	$1.37
10/03/2023	70,000	$1.47
10/02/2023	118,705	$1.58
9/29/2023	256,958	$1.72
9/28/2023	5,000	$1.91

(d) None.

(e) Not applicable.

CUSIP No. 63009R109

SCHEDULE 13D

SIGNATURE

After reasonable inquiry and to the best of his knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

Date: October 5, 2023	MARTIN J. WYGOD

	/s/ Martin J. Wygod