Schedule 13G Amendment No. 2

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GPVX4Qs1LGa1EbFyancxmI6BogMcM1nfmxxQNz9zJ8SfDIncVmHd1ueHXQYdptt8 mxsQgqJT/Y6ibrMFmbvDMw== 0001193125-07-031221.txt : 20070214 0001193125-07-031221.hdr.sgml : 20070214 20070214130138 ACCESSION NUMBER: 0001193125-07-031221 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070214 DATE AS OF CHANGE: 20070214 GROUP MEMBERS: JOHN BUSH SIMPSON & RITA LYNN SIMPSON GROUP MEMBERS: RITA LYNN SIMPSON SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FOXHOLLOW TECHNOLOGIES, INC. CENTRAL INDEX KEY: 0001217688 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 943252085 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80438 FILM NUMBER: 07617154 BUSINESS ADDRESS: STREET 1: 740 BAY ROAD CITY: REDWOOD CITY STATE: CA ZIP: 94063-2469 BUSINESS PHONE: 650-421-8400 MAIL ADDRESS: STREET 1: 740 BAY ROAD CITY: REDWOOD CITY STATE: CA ZIP: 94063-2469 FORMER COMPANY: FORMER CONFORMED NAME: FOX HOLLOW TECHNOLOGIES INC DATE OF NAME CHANGE: 20030206 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SIMPSON JOHN B PH D MD CENTRAL INDEX KEY: 0001007708 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 309 MANUELLA ROAD CITY: WOODSIDE STATE: CA ZIP: 95062 BUSINESS PHONE: 4158519470 MAIL ADDRESS: STREET 1: 309 MANUELLLA ROAD CITY: WOODSIDE STATE: CA ZIP: 95063 SC 13G/A 1 dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 2 Schedule 13G Amendment No. 2


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

FoxHollow Technologies, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

35166A 10 3

(CUSIP Number)

December 31, 2006

(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)

x Rule 13d-1(d)

*	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 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 (“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).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SEC 1745 (1-06) 3340875-1


CUSIP No. 35166A 10 3


1.		Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).

		John B. Simpson
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 of America


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. Sole Voting Power

		1,968,708 ⁽¹⁾
		6. Shared Voting Power

		4,000,327 ⁽²⁾
		7. Sole Dispositive Power

		1,968,708 ⁽¹⁾
		8. Shared Dispositive Power

		4,000,327 ⁽²⁾


9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	5,969,035 ^(1) (2)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).	¨

11.	Percent of Class Represented by Amount in Row (9)

	20.3%
12.	Type of Reporting Person (See Instructions)

	IN

⁽¹⁾

Includes 202,495 shares held by the John Bush Simpson Annuity Trust, 202,495 shares held by the Rita Lynn Simpson Annuity Trust, 281,859 shares held by the John Bush Simpson Annuity Trust II, 281,859 shares held by the Rita Lynn Simpson Annuity Trust II, 500,000 shares held by the John Bush Simpson Annuity Trust III and 500,000 shares held by the Rita Lynn Simpson Annuity Trust III, all of which Dr. Simpson serves as the sole trustee. Dr. Simpson disclaims beneficial ownership of the aforementioned shares except to the extent of his individual pecuniary interest therein.

⁽²⁾

Includes 3,244,374 shares held by the Simpson Family Trust, of which Dr. Simpson serves as a co-trustee, 204,733 shares held by Fox Hollow, a California Limited Partnership, of which Dr. Simpson serves as a co-general partner, 33,230 shares held by Rita Lynn Simpson, Dr. Simpson’s spouse and 517,990 shares held by the John David Simpson Trust II, a trust for the benefit of Dr. Simpson’s son, of which Dr. Simpson serves as a co-trustee. Dr. Simpson disclaims beneficial ownership of the aforementioned shares except to the extent of his individual pecuniary interest therein.

Page 2 of 8 pages


CUSIP No. 35166A 10 3


1.		Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).

		John Bush Simpson & Rita Lynn Simpson, Trustees of the Simpson Family Trust U/D/T Dated 1/12/90 (the “Simpson Family Trust”)
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

		California


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. Sole Voting Power

		3,244,374
		6. Shared Voting Power

		0
		7. Sole Dispositive Power

		3,244,374
		8. Shared Dispositive Power

		0


9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	3,244,374
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).	¨

11.	Percent of Class Represented by Amount in Row (9)

	11.0%
12.	Type of Reporting Person (See Instructions)

	OO

Page 3 of 8 pages


CUSIP No. 35166A 10 3


1.		Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).

		Rita Lynn Simpson
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 of America


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. Sole Voting Power

		0
		6. Shared Voting Power

		4,000,327 ⁽³⁾
		7. Sole Dispositive Power

		0
		8. Shared Dispositive Power

		4,000,327 ⁽³⁾


9.	Aggregate Amount Beneficially Owned by Each Reporting Person

	4,000,327 ⁽³⁾
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)

	13.6%
12.	Type of Reporting Person (See Instructions)

	IN

⁽³⁾

Includes 33,230 shares personally held by Ms. Simpson, 3,244,374 shares held by the Simpson Family Trust, of which Ms. Simpson serves as a co-trustee, 204,733 shares held by Fox Hollow, a California Limited Partnership, of which Ms. Simpson serves as a co-general partner and 517,990 shares held by the John David Simpson Trust II, a trust for the benefit of Ms. Simpson’s son, of which Ms. Simpson serves as a co-trustee. Ms. Simpson disclaims beneficial ownership of the aforementioned shares except to the extent of her individual pecuniary interest therein.

Page 4 of 8 pages

Item 1.

(a)

Name of Issuer

FoxHollow Technologies, Inc.

(b)

Address of Issuer’s Principal Executive Offices

740 Bay Road, Redwood City, CA 94063

Item 2.

(a)

Name of Person Filing

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

(b)

Address of Principal Business Office or, if none, Residence

c/o FoxHollow Technologies, Inc.

740 Bay Road

Redwood City, CA 94063

(c)

Citizenship

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

United States of America

California

United States of America

(d)

Title of Class of Securities

Common Stock, $0.001 par value per share

(e)

CUSIP Number

35166A 10 3

Item 3.

If this statement is filed pursuant to §§240.13d-l(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Page 5 of 8 pages

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

5,969,035 ^{(1) (2)}

3,244,374

4,000,327 ⁽³⁾

(b)

Percent of class:

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

20.3%

11.0%

13.6%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

1,968,708 ⁽¹⁾

3,244,374

(ii)

Shared power to vote or to direct the vote:

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

4,000,327 ⁽²⁾

4,000,327 ⁽³⁾

(iii)

Sole power to dispose or to direct the disposition of:

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

1,968,708 ⁽¹⁾

3,244,374

(iv)

Shared power to dispose or to direct the disposition of:

John B. Simpson

The Simpson Family Trust

Rita Lynn Simpson

4,000,327 ⁽²⁾

4,000,327 ⁽³⁾

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(l).

Item 5.

Ownership of Five Percent or Less of a Class

Not applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

Item 10.

Certification

Not applicable.

Page 6 of 8 Pages

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.

Date: February 12, 2007

JOHN B. SIMPSON

/s/ John B. Simpson

JOHN BUSH SIMPSON & RITA LYNN SIMPSON, TRUSTEES OF THE SIMPSON FAMILY TRUST U/D/T DATED 1/12/90

/s/ John B. Simpson

John B. Simpson, Trustee

/s/ Rita Lynn Simpson

Rita Lynn Simpson, Trustee

RITA LYNN SIMPSON

/s/ Rita Lynn Simpson

Page 7 of 8 pages

Exhibit A

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including amendments thereto) relating to the Common Stock of FoxHollow Technologies, Inc. and further agree that this Joint Filing Agreement be included as an exhibit to such Schedule 13G. In evidence thereof, the undersigned hereby execute this Agreement as of February 12, 2007.

JOHN B. SIMPSON

/s/ John B. Simpson

JOHN BUSH SIMPSON & RITA LYNN SIMPSON, TRUSTEES OF THE SIMPSON FAMILY TRUST U/D/T DATED 1/12/90

/s/ John B. Simpson

John B. Simpson, Trustee

/s/ Rita Lynn Simpson

Rita Lynn Simpson, Trustee

RITA LYNN SIMPSON

/s/ Rita Lynn Simpson

Page 8 of 8 pages

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