-----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, C9XoayrA8AJp2bYhLWpcX1l4RaGAHuaW5TnMSGnFz9TpY2XJ+EhpQX2fC8GrEPyN tly5r7iZxwnjj0WeBVNc3Q== 0001209191-08-028874.txt : 20080509 0001209191-08-028874.hdr.sgml : 20080509 20080509153224 ACCESSION NUMBER: 0001209191-08-028874 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080508 FILED AS OF DATE: 20080509 DATE AS OF CHANGE: 20080509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NOHRA GUY P CENTRAL INDEX KEY: 0001198330 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-18602 FILM NUMBER: 08818194 BUSINESS ADDRESS: BUSINESS PHONE: 4153624022 MAIL ADDRESS: STREET 1: ONE EMBARCADERO CENTER SUITE 3700 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ATS MEDICAL INC CENTRAL INDEX KEY: 0000824068 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 411595629 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3905 ANNAPOLIS LA STREET 2: SUITE 105 CITY: MINNEAPOLIS STATE: MN ZIP: 55447 BUSINESS PHONE: 6125537736 MAIL ADDRESS: STREET 1: 3905 ANNAPOLIS LANE STREET 2: SUITE 105 CITY: MINNEAPOLIS STATE: MN ZIP: 55447 FORMER COMPANY: FORMER CONFORMED NAME: ATS MEDCIAL INC DATE OF NAME CHANGE: 19920803 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2008-05-08 0 0000824068 ATS MEDICAL INC ATSI 0001198330 NOHRA GUY P ONE EMBARCADERO CENTER SUITE 3700 SAN FRANCISCO CA 94111 1 0 0 0 Common Stock 9800000 I By Fund Restricted Stock Unit 2009-06-28 2009-06-28 Common Stock 3000 3000 D Warrant 1.65 2008-05-08 2014-06-28 Common Stock 1960000 1960000 I By Fund Restricted Stock Unit 2008-05-08 4 A 0 21327 0.00 A 2010-06-30 2010-06-30 Common Stock 21327 21327 D These securities are held of record by Alta Partners VIII, L.P. ("APVIII"). The reporting person is a managing director of the general partner of APVIII. As a managing director, he may be deemed to share voting and investment power over the securities held by APVIII. The reporting person disclaims beneficial ownership of such securities, except to the extent of his proportionate pecuniary interest therein. The restricted stock unit is convertible into common stock of the Issuer on a 1-for-1 basis. The restricted stock unit vests in full upon the second anniversary of the grant of the award. As described in previous filings by the reporting person, upon receipt of shareholder approval on May 8, 2008, the initial exercise date of the warrant became May 8, 2008 instead of June 28, 2008, and the warrant became a right to acquire shares of common stock instead of cash. Vests as to 100% the earlier of this date, or the date of the second annual meeting following the date of grant. EXHIBIT 24: Power of Attorney dated May 8, 2008. /s/ Deborah Chapman, Attorney-in-Fact for Guy Nohra 2008-05-09 EX-24.4_239450 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that I hereby constitute and appoint each of Michael Dale, Michael Kramer and Deborah Chapman my true and lawful attorney-in-fact and agent, each acting alone, with full power of substitution for me and in my name, place and stead, to: 1. execute for me and on my behalf, in my capacity as an officer and/or director of ATS Medical, Inc., Forms 3, 4 or 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder; 2. do and perform any and all acts for me and on my behalf which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and timely file such Form with the United States 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 of benefit to me, in my best interest or legally required by me, it being understood that the documents 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 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, 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 acknowledge that the attorneys-in-fact, in serving in such capacity at my request, are not assuming, nor is ATS Medical, Inc. assuming, any of my responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended. This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4 and 5 with respect to my holdings of and transactions in securities of ATS Medical, Inc., unless earlier revoked by me in a signed writing delivered to the attorneys-in-fact named above. IN WITNESS WHEREOF, I have signed this Power of Attorney on May 8, 2008. /s/ Guy Nohra Signature Guy Nohra Print Name -----END PRIVACY-ENHANCED MESSAGE-----