0001437749-16-035779.txt : 20160727
0001437749-16-035779.hdr.sgml : 20160727
20160727183450
ACCESSION NUMBER: 0001437749-16-035779
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 5
CONFORMED PERIOD OF REPORT: 20160727
FILED AS OF DATE: 20160727
DATE AS OF CHANGE: 20160727
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TACTILE SYSTEMS TECHNOLOGY INC
CENTRAL INDEX KEY: 0001027838
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
BUSINESS ADDRESS:
STREET 1: 1331 TYLER STREET NE STE 200
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55413
BUSINESS PHONE: 866-435-3948
MAIL ADDRESS:
STREET 1: 1331 TYLER STREET NE STE 200
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55413
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Radius Venture Partners III QP, L.P.
CENTRAL INDEX KEY: 0001402778
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37799
FILM NUMBER: 161787928
BUSINESS ADDRESS:
STREET 1: 400 MADISON AVENUE
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-897-7778
MAIL ADDRESS:
STREET 1: 400 MADISON AVENUE
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Radius Venture Partners III (OHIO), LP
CENTRAL INDEX KEY: 0001654645
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37799
FILM NUMBER: 161787929
BUSINESS ADDRESS:
STREET 1: 400 MADISON AVE.
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 6123555202
MAIL ADDRESS:
STREET 1: 1331 TYLER STREET NE
STREET 2: SUITE 200
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55413
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RADIUS VENTURE PARTNERS III L P
CENTRAL INDEX KEY: 0001386468
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37799
FILM NUMBER: 161787930
BUSINESS ADDRESS:
STREET 1: 400 MADISON AVE 8TH FL
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-897-7778
MAIL ADDRESS:
STREET 1: 400 MADISON AVE 8TH FL
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Davis Jordan
CENTRAL INDEX KEY: 0001328592
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37799
FILM NUMBER: 161787931
MAIL ADDRESS:
STREET 1: C/O AMERICAN BANK NOTE HOLOGRAPHICS, INC
STREET 2: 399 EXECUTIVE BOULEVARD
CITY: ELMSFORD
STATE: NY
ZIP: 10523
3
1
rdgdoc.xml
FORM 3
X0206
3
2016-07-27
0
0001027838
TACTILE SYSTEMS TECHNOLOGY INC
TCMD
0001328592
Davis Jordan
1331 TYLER STREET NE, SUITE 200
MINNEAPOLIS
MN
55413
1
0001386468
RADIUS VENTURE PARTNERS III L P
1331 TYLER STREET NE, SUITE 200
MINNEAPOLIS
MN
55413
1
0001654645
Radius Venture Partners III (OHIO), LP
1331 TYLER STREET NE, SUITE 200
MINNEAPOLIS
MN
55413
1
0001402778
Radius Venture Partners III QP, L.P.
1331 TYLER STREET NE, SUITE 200
MINNEAPOLIS
MN
55413
1
Series B Preferred Stock
Common Stock
87123
I
By Radius Venture Partners III LP
Series B Preferred Stock
Common Stock
119316
I
By Radius Venture Partners III (Ohio), LP
Series B Preferred Stock
Common Stock
950027
I
By Radius Venture Partners III QP, L.P.
Each share of Series B Preferred Stock is convertible at any time at the option of the holder, and will convert automatically into shares of the Issuer's Common Stock on a one-for-one basis in connection with the closing of the Issuer's initial public offering. In addition, the holder is entitled to receive additional shares of common stock equal to the original purchase price per share ($3.8048) divided by the price to the public of the shares of common stock issued in the Issuer's initial public offering and these shares accrue a dividend that is payable-in-kind in shares of the Issuer's common stock.
The securities do not have an expiration date. The securities convert automatically into shares of the Issuer's Common Stock on a one-for-one basis in connection with the closing of the Issuer's initial public offering.
These securities are held directly by Radius Venture Partners III, L.P. and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III, L.P., Jordan S. Davis, a director of Issuer, and managing member of Radius Venture Partners III, LLC and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Each of Radius Venture Partners III, LLC, Mr. Davis and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein.
These securities are held directly by Radius Venture Partners III (Ohio), L.P. and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III (Ohio), L.P., Jordan S. Davis, a director of Issuer, and managing member of Radius Venture Partners III, LLC and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Each of Radius Venture Partners III, LLC, Mr. Davis and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein.
These securities are held directly by Radius Venture Partners III QP, L.P. and indirectly by Radius Venture Partners III, LLC, the general partner of Radius Venture Partners III QP, L.P., Jordan S. Davis, a director of Issuer and managing member of Radius Venture Partners III, LLC, and Daniel C. Lubin, managing member of Radius Venture Partners III, LLC. Each of Radius Venture Partners III, LLC, Mr. Davis and Mr. Lubin may be deemed to beneficially own such securities, and disclaims such beneficial ownership except to the extent of its or his pecuniary interest therein.
Exhibit 24 - Powers of Attorney
/s/ Jonathan R. Zimmerman, Attorney-in-Fact for Jordan S. Davis
2016-07-27
/s/ Jonathan R. Zimmerman, Attorney-in-Fact for Radius Venture Partners III, L.P.
2016-07-27
/s/ Jonathan R. Zimmerman, Attorney-in-Fact for Radius Venture Partners III (Ohio), L.P.
2016-07-27
/s/ Jonathan R. Zimmerman, Attorney-in-Fact for Radius Venture Partners III QP, L.P.
2016-07-27
EX-24
2
davispoa.txt
POWER OF ATTORNEY - JORDAN S. DAVIS
POWER OF ATTORNEY
I, Jordan Davis, hereby authorize and designate each of Gerald R. Mattys,
Robert J. Folkes, Jonathan R. Zimmerman, Christine Long, Kassendra D. Galindo,
Zachary Froelich, Amra Hoso, and Vickie Larson, signing singly, as my true and
lawful attorney-in-fact to:
(1) prepare and execute for and on my behalf, in my capacity as an officer
and/or director of Tactile Systems Technology, Inc. (the "Company"), a Form ID
and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 (the "Exchange Act") and the rules and regulations
promulgated thereunder and other forms or reports on my behalf as may be
required to be filed in connection with my ownership, acquisition, or
disposition of securities of the Company, including Form 144;
(2) do and perform any and all acts for and on my behalf that may be necessary
or desirable to complete and execute any such Form ID, Form 3, 4 or 5 or Form
144, and any amendments to any of the foregoing, and timely file any such form
with the Securities and Exchange Commission and any stock exchange or similar
authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be to my benefit,
in my best interest, or legally required of me, it being understood that the
statements executed by such attorney-in-fact on my behalf pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact's
discretion.
I hereby further grant to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as I might or could do if
personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving
in such capacity at my request, are not assuming, nor is the Company assuming,
any of my responsibilities to comply with Section 16 of the Exchange Act or
Rule 144 under the Securities Act of 1933, as amended (the "Securities Act").
This Power of Attorney shall remain in full force and effect until I am no
longer required to file Form ID or Forms 3, 4 and 5 or Form 144 with respect to
my holdings of and transactions in securities issued by the Company, unless
earlier revoked by me in a signed writing delivered to the foregoing
attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact
hereafter ceases to be at least one of the following: (i) an employee of the
Company, or (ii) a partner or employee of Faegre Baker Daniels LLP, then this
Power of Attorney shall be automatically revoked solely as to such individual,
immediately upon such cessation, without any further action on my part.
I hereby revoke all previous Powers of Attorney that have been granted by me in
connection with my reporting obligations, if any, under Section 16 of the
Exchange Act and Rule 144 under the Securities Act with respect to my holdings
of and transactions in securities issued by the Company.
IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly executed as
of this August 10, 2015.
/s/ Jordan Davis
Jordan Davis
EX-24
3
radiusiiipoa.txt
POWER OF ATTORNEY - RADIUS VENTURE PARTNERS III, L.P.
POWER OF ATTORNEY
I, Jordan Davis, hereby authorize and designate each of Gerald R. Mattys,
Robert J. Folkes, Jonathan R. Zimmerman, Christine Long, Zachary Froelich, Amra
Hoso, and Vickie Larson, signing singly, as my true and lawful attorney-in-fact
in my capacity as an officer of Radius Venture Partners III (OHIO), LP (the
"Company") to:
(1) prepare and execute for and on behalf of the Company, the Form ID and
Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange
Act of 1934 (the "Exchange Act") and the rules and regulations promulgated
thereunder ;
(2) do and perform any and all acts for and on my behalf that may be necessary
or desirable to complete and execute any such Form ID, Form 3, 4 or 5 or Form
144, and any amendments to any of the foregoing, and timely file any such form
with the Securities and Exchange Commission and any stock exchange or similar
authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be to my benefit,
in my best interest, or legally required of me, it being understood that the
statements executed by such attorney-in-fact on my behalf pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact's
discretion.
I hereby further grant to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as I might or could do if
personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving
in such capacity at my request, are not assuming, nor is the Company assuming,
any of my responsibilities to comply with Section 16 of the Exchange Act or
Rule 144 under the Securities Act of 1933, as amended (the "Securities Act").
This Power of Attorney shall remain in full force and effect until I am no
longer required to file Form ID or Forms 3, 4 and 5 or Form 144 with respect to
my holdings of and transactions in securities issued by the Company, unless
earlier revoked by me in a signed writing delivered to the foregoing
attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact
hereafter ceases to be at least one of the following: (i) an employee of the
Company, or (ii) a partner or employee of Faegre Baker Daniels LLP, then this
Power of Attorney shall be automatically revoked solely as to such individual,
immediately upon such cessation, without any further action on my part.
I hereby revoke all previous Powers of Attorney that have been granted by me in
connection with my reporting obligations, if any, under Section 16 of the
Exchange Act and Rule 144 under the Securities Act with respect to my holdings
of and transactions in securities issued by the Company.
IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly executed as
of this 8th day of September, 2015.
RADIUS VENTURE PARTNERS III, L.P.
/s/ Jordan S. Davis
Name: Jordan S. Davis
EX-24
4
radiusiiiohiopoa.txt
POWER OF ATTORNEY - RADIUS VENTURE PARTNERS III (OHIO), L.P.
POWER OF ATTORNEY
I, Jordan Davis, hereby authorize and designate each of Gerald R. Mattys,
Robert J. Folkes, Jonathan R. Zimmerman, Christine Long, Zachary Froelich, Amra
Hoso, and Vickie Larson, signing singly, as my true and lawful attorney-in-fact
in my capacity as an officer of Radius Venture Partners III (OHIO), LP (the
"Company") to:
(1) prepare and execute for and on behalf of the Company, the Form ID and
Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange
Act of 1934 (the "Exchange Act") and the rules and regulations promulgated
thereunder ;
(2) do and perform any and all acts for and on my behalf that may be necessary
or desirable to complete and execute any such Form ID, Form 3, 4 or 5 or Form
144, and any amendments to any of the foregoing, and timely file any such form
with the Securities and Exchange Commission and any stock exchange or similar
authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be to my benefit,
in my best interest, or legally required of me, it being understood that the
statements executed by such attorney-in-fact on my behalf pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact's
discretion.
I hereby further grant to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as I might or could do if
personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving
in such capacity at my request, are not assuming, nor is the Company assuming,
any of my responsibilities to comply with Section 16 of the Exchange Act or
Rule 144 under the Securities Act of 1933, as amended (the "Securities Act").
This Power of Attorney shall remain in full force and effect until I am no
longer required to file Form ID or Forms 3, 4 and 5 or Form 144 with respect to
my holdings of and transactions in securities issued by the Company, unless
earlier revoked by me in a signed writing delivered to the foregoing
attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact
hereafter ceases to be at least one of the following: (i) an employee of the
Company, or (ii) a partner or employee of Faegre Baker Daniels LLP, then this
Power of Attorney shall be automatically revoked solely as to such individual,
immediately upon such cessation, without any further action on my part.
I hereby revoke all previous Powers of Attorney that have been granted by me in
connection with my reporting obligations, if any, under Section 16 of the
Exchange Act and Rule 144 under the Securities Act with respect to my holdings
of and transactions in securities issued by the Company.
IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly executed as
of this 8th day of September, 2015.
RADIUS VENTURE PARTNERS III (OHIO), LP
/s/ Jordan S. Davis
Name: Jordan S. Davis
EX-24
5
radiusiiiqppoa.txt
POWER OF ATTORNEY - RADIUS VENTURE PARTNERS III QP, L.P.
POWER OF ATTORNEY
I, Jordan Davis, hereby authorize and designate each of Gerald R. Mattys,
Robert J. Folkes, Jonathan R. Zimmerman, Christine Long, Zachary Froelich, Amra
Hoso, and Vickie Larson, signing singly, as my true and lawful attorney-in-fact
in my capacity as an officer of Radius Venture Partners III (OHIO), LP (the
"Company") to:
(1) prepare and execute for and on behalf of the Company, the Form ID and
Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange
Act of 1934 (the "Exchange Act") and the rules and regulations promulgated
thereunder ;
(2) do and perform any and all acts for and on my behalf that may be necessary
or desirable to complete and execute any such Form ID, Form 3, 4 or 5 or Form
144, and any amendments to any of the foregoing, and timely file any such form
with the Securities and Exchange Commission and any stock exchange or similar
authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be to my benefit,
in my best interest, or legally required of me, it being understood that the
statements executed by such attorney-in-fact on my behalf pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact's
discretion.
I hereby further grant to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as I might or could do if
personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving
in such capacity at my request, are not assuming, nor is the Company assuming,
any of my responsibilities to comply with Section 16 of the Exchange Act or
Rule 144 under the Securities Act of 1933, as amended (the "Securities Act").
This Power of Attorney shall remain in full force and effect until I am no
longer required to file Form ID or Forms 3, 4 and 5 or Form 144 with respect to
my holdings of and transactions in securities issued by the Company, unless
earlier revoked by me in a signed writing delivered to the foregoing
attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact
hereafter ceases to be at least one of the following: (i) an employee of the
Company, or (ii) a partner or employee of Faegre Baker Daniels LLP, then this
Power of Attorney shall be automatically revoked solely as to such individual,
immediately upon such cessation, without any further action on my part.
I hereby revoke all previous Powers of Attorney that have been granted by me in
connection with my reporting obligations, if any, under Section 16 of the
Exchange Act and Rule 144 under the Securities Act with respect to my holdings
of and transactions in securities issued by the Company.
IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly executed as
of this 8th day of September, 2015.
RADIUS VENTURE PARTNERS III QP, LP
/s/ Jordan S. Davis
Name: Jordan S. Davis