-----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, R9zZFneFEE4HsBjzBAhV/KhV1G7F/47F6IMv2ji7AO2qKFNXmmbY0jprnfqiCHuu cmhY+evSNzEB8HaQpyIBpw== 0000897101-02-000584.txt : 20020814 0000897101-02-000584.hdr.sgml : 20020814 20020814154117 ACCESSION NUMBER: 0000897101-02-000584 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020814 ITEM INFORMATION: FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ST JUDE MEDICAL INC CENTRAL INDEX KEY: 0000203077 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 411276891 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12441 FILM NUMBER: 02736058 BUSINESS ADDRESS: STREET 1: ONE LILLEHEI PLAZA CITY: ST PAUL STATE: MN ZIP: 55117 BUSINESS PHONE: 6514832000 MAIL ADDRESS: STREET 1: ONE LILLEHEI PLAZA CITY: ST PAUL STATE: MN ZIP: 55117 8-K 1 stjude024023_8k.txt ST. JUDE MEDICAL, INC. FORM 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 14, 2002 --------------- Date of Report (Date of earliest event reported) ST. JUDE MEDICAL, INC. ---------------------- (Exact name of registrant as specified in its charter) Minnesota 0-8672 41-1276891 --------- ------ ---------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) One Lillehei Plaza, St. Paul, MN 55117 -------------------------------- ----- (Address of principal executive offices) (Zip Code) (651) 483-2000 -------------- Registrant's telephone number including area code Not applicable -------------- Former name or former address, if changed since last report Item 9. Regulation FD Disclosure. ------------------------ The CEO and CFO of the Company have signed the sworn statements required by the SEC's order of June 27, 2002 and the sworn statements have been filed with the SEC. Copies of the respective sworn statements submitted to the SEC in connection with this Item 9 are attached hereto as Exhibits 99.3 and 99.4. Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ST. JUDE MEDICAL, INC. Date: August 14, 2002 By: /s/ Kevin T. O'Malley --------------------- Kevin T. O'Malley Vice President and General Counsel -2- EXHIBIT INDEX Exhibit No. Exhibit - ----------- -------------------------------------------------------------- 99.3 Statement Under Oath of Principal Executive Officer Regarding Facts and Circumstances Relating to Exchange Act Filings 99.4 Statement Under Oath of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings -3- EX-99.3 3 stjude024023_ex99-3.txt STATEMENT UNDER OATH EXHIBIT 99.3 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Terry L. Shepherd, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of St. Jude Medical, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K for the fiscal year ended December 31, 2001 (Commission File No. 0-8672) of St. Jude Medical, Inc. o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of St. Jude Medical, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Terry L. Shepherd Subscribed and sworn to before me - --------------------- this 14th day of August, 2002. Terry L. Shepherd August 14, 2002 /s/ Jennifer L. Bergman ----------------------- Notary Public My Commission Expires: January 31, 2005 -4- EX-99.4 4 stjude024023_ex99-4.txt STATEMENT UNDER OATH EXHIBIT 99.4 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, John C. Heinmiller, state and attest that: (4) To the best of my knowledge, based upon a review of the covered reports of St. Jude Medical, Inc., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (5) I have reviewed the contents of this statement with the Company's audit committee. (6) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o the Annual Report on Form 10-K for the fiscal year ended December 31, 2001 (Commission File No. 0-8672) of St. Jude Medical, Inc. o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of St. Jude Medical, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ John C. Heinmiller Subscribed and sworn to before me - ---------------------- this 14th day of August, 2002. John C. Heinmiller August 14, 2002 /s/ Jennifer L. Bergman ----------------------- Notary Public My Commission Expires: January 31, 2005 -5- -----END PRIVACY-ENHANCED MESSAGE-----