0000921895-12-001657.txt : 20120810
0000921895-12-001657.hdr.sgml : 20120810
20120810215122
ACCESSION NUMBER: 0000921895-12-001657
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120808
FILED AS OF DATE: 20120810
DATE AS OF CHANGE: 20120810
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MITCHELL MARK R
CENTRAL INDEX KEY: 0001285596
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025842
MAIL ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Smith Jeffrey C
CENTRAL INDEX KEY: 0001362697
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025843
MAIL ADDRESS:
STREET 1: C/O STARBOARD VALUE LP
STREET 2: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Feld Peter A
CENTRAL INDEX KEY: 0001410600
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025846
MAIL ADDRESS:
STREET 1: RAMIUS CAPITAL GROUP
STREET 2: 599 LEXINGTON AVE., 21ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SURMODICS INC
CENTRAL INDEX KEY: 0000924717
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 411356149
STATE OF INCORPORATION: MN
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 9924 W 74TH ST
CITY: EDEN PRAIRIE
STATE: MN
ZIP: 55344
BUSINESS PHONE: 6128292700
MAIL ADDRESS:
STREET 1: 9924 WEST 74TH ST
CITY: EDEN PRAIRIE
STATE: MN
ZIP: 55344
FORMER COMPANY:
FORMER CONFORMED NAME: BSI CORP
DATE OF NAME CHANGE: 19970506
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD
CENTRAL INDEX KEY: 0001373638
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025841
BUSINESS ADDRESS:
STREET 1: C/O STARBOARD VALUE LP
STREET 2: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-845-7906
MAIL ADDRESS:
STREET 1: C/O STARBOARD VALUE LP
STREET 2: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY FUND LTD
DATE OF NAME CHANGE: 20110404
FORMER NAME:
FORMER CONFORMED NAME: RAMIUS VALUE & OPPORTUNITY MASTER FUND LTD
DATE OF NAME CHANGE: 20090730
FORMER NAME:
FORMER CONFORMED NAME: Starboard Value & Opportunity Master Fund Ltd
DATE OF NAME CHANGE: 20060823
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value LP
CENTRAL INDEX KEY: 0001517137
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025847
BUSINESS ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value GP LLC
CENTRAL INDEX KEY: 0001517138
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025848
BUSINESS ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Principal Co LP
CENTRAL INDEX KEY: 0001517139
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025845
BUSINESS ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Principal Co GP LLC
CENTRAL INDEX KEY: 0001517140
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23837
FILM NUMBER: 121025844
BUSINESS ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 830 THIRD AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
form406297086_08102012.xml
OWNERSHIP DOCUMENT
X0306
4
2012-08-08
0
0000924717
SURMODICS INC
SRDX
0001517137
Starboard Value LP
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
0
0
1
0
0001517138
Starboard Value GP LLC
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
0
0
1
0
0001517139
Starboard Principal Co LP
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
0
0
1
0
0001517140
Starboard Principal Co GP LLC
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
0
0
1
0
0001362697
Smith Jeffrey C
C/O STARBOARD VALUE LP
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
1
0
1
0
0001285596
MITCHELL MARK R
C/O STARBOARD VALUE LP
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
0
0
1
0
0001410600
Feld Peter A
C/O STARBOARD VALUE LP
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
0
0
1
0
0001373638
STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD
C/O STARBOARD VALUE LP
830 THIRD AVENUE, 3RD FLOOR
NEW YORK
NY
10022
0
0
1
0
Common Stock
2012-08-08
4
S
0
19650
17.7201
D
1546917
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock
2012-08-08
4
S
0
12750
17.7039
D
1534167
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock
2012-08-08
4
S
0
6550
17.7201
D
515643
I
By Managed Account of Starboard Value LP
Common Stock
2012-08-08
4
S
0
4250
17.7039
D
511393
I
By Managed Account of Starboard Value LP
Common Stock
2012-08-09
4
S
0
127500
17.7666
D
1406667
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock
2012-08-09
4
S
0
8250
17.7706
D
1398417
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock
2012-08-09
4
S
0
2750
17.7706
D
508643
I
By Managed Account of Starboard Value LP
Common Stock
2012-08-09
4
S
0
42500
17.7666
D
466143
I
By Managed Account of Starboard Value LP
Common Stock
2012-08-10
4
S
0
24945
17.6132
D
1373472
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock
2012-08-10
4
S
0
75
17.58
D
1373397
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock
2012-08-10
4
S
0
8315
17.6132
D
457828
I
By Managed Account of Starboard Value LP
Common Stock
2012-08-10
4
S
0
25
17.58
D
457803
I
By Managed Account of Starboard Value LP
This Form 4 is filed jointly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"), Starboard Value LP ("Starboard Value LP"), Starboard Value GP LLC ("Starboard Value GP"), Starboard Principal Co LP ("Principal Co"), Starboard Principal Co GP LLC ("Principal GP"), Jeffrey C. Smith, Mark Mitchell and Peter A. Feld (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
Shares of Common Stock beneficially owned by Starboard V&O Fund. Starboard Value LP, as the investment manager of Starboard V&O Fund, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard V&O Fund. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co and Messrs. Smith, Mitchell and Feld as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard V&O Fund.
Shares held in an account managed by Starboard Value LP. Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co and Messrs. Smith, Mitchell and Feld as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard Value LP.
Starboard Value LP; By: Starboard Value GP LLC; By: /s/ Jeffrey C. Smith, Authorized Signatory
2012-08-10
Starboard Value and Opportunity Master Fund Ltd; By: Starboard Value LP; By: /s/ Jeffrey C. Smith, Authorized Signatory
2012-08-10
Starboard Value GP LLC; By: Starboard Principal Co LP; By: /s/ Jeffrey C. Smith, Authorized Signatory
2012-08-10
Starboard Principal Co LP; By:Starboard Principal Co GP LLC; By: /s/ Jeffrey C. Smith, Authorized Signatory
2012-08-10
Starboard Principal Co GP LLC; By: /s/ Jeffrey C. Smith, Authorized Signatory
2012-08-10
By: /s/ Jeffrey C. Smith
2012-08-10
Mark R. Mitchell; By: /s/ Jeffrey C. Smith, Attorney in Fact
2012-08-10
Peter A. Feld; By: /s/ Jeffrey C. Smith, Attorney in Fact
2012-08-10