-----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, TwRyz0DBWxP56x2f7Xe8wJ6+9l63/FQK/lUM/ZIzc9zjzSCCUyEmyktmtAOrVzME 9N4sWL1li6zZkBSwp4DCOw== 0000908834-01-000042.txt : 20010223 0000908834-01-000042.hdr.sgml : 20010223 ACCESSION NUMBER: 0000908834-01-000042 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010214 GROUP MEMBERS: FORETHOUGHT LIFE INSURANCE COMPANY GROUP MEMBERS: HILLENBRAND INDUSTRIES INC GROUP MEMBERS: PATMARK COMPANY, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTUITIVE SURGICAL INC CENTRAL INDEX KEY: 0001035267 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 770416458 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-59661 FILM NUMBER: 1544301 BUSINESS ADDRESS: STREET 1: 1340 W MIDDLEFIELD ROAD CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 6502377000 MAIL ADDRESS: STREET 1: 1340 W MIDDLEFIELD ROAD CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HILLENBRAND INDUSTRIES INC CENTRAL INDEX KEY: 0000047518 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 351160484 STATE OF INCORPORATION: IN FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 700 STATE ROUTE 46 E CITY: BATESVILLE STATE: IN ZIP: 47006-8835 BUSINESS PHONE: 8129347000 SC 13G 1 0001.txt SCHEDULE 13G RE INTUITIVE SURGICAL, INC. SECURITES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13(d), (c) AND (d) AND AMENDMENTS THERETO FILED PURSAUNT TO RULE 13d-2(b) (Amendment No. )* INTUITIVE SURGICAL, INC. ------------------------ (Name of Issuer) Common Stock, Par Value $0.001 ------------------------------ (Title of Class of Securities) 46120E107 -------------- (CUSIP Number) February 14, 2001 ----------------- (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 disclosure provided in a prior cover page. The information required on 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). Page 1 of 10 Pages Exhibit Index: Page 9 SCHEDULE 13G CUSIP No. 46120E107 Page 2 of Pages 10 (1) Name of Reporting Person IRS Identification No. of Above Persons (ENTITIES ONLY) HILLENBRAND INDUSTRIES, INC. IRS Identification No. 35-1160484 (2) Check the Appropriate Box If a Member Of a Group* a. [__] b. [__] (3) SEC Use Only (4) Citizenship or Place of Organization State of Indiana Number (5) Sole Voting Power of Shares (6) Shared Voting Power Beneficially 2,540,454 Owned by (7) Sole Dispositive Power Each Reporting Person (8) Shared Dispositive Power With 2,540,454 (9) Aggregate Amount Beneficially Owned by Each Reporting Person: 2,540,454 (10) Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*: [__] (11) Percent of Class Represented By Amount in Row (9): 7.1% ------------------- (12) Type of Reporting Person* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. 46120E107 Page 3 of Pages 10 (1) Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) FORETHOUGHT LIFE INSURANCE COMPANY IRS Identification No. 06-1016329 (2) Check the Appropriate Box If a Member Of a Group* a. [__] b. [__] (3) SEC Use Only (4) Citizenship or Place of Organization State of Indiana Number (5) Sole Voting Power of Shares (6) Shared Voting Power Beneficially 252,954 Owned by (7) Sole Dispositive Power Each Reporting Person (8) Shared Dispositive Power With 252,954 (9) Aggregate Amount Beneficially Owned by Each Reporting Person: 252,954 (10) Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*: [__] (11) Percent of Class Represented By Amount in Row (9): 0.7% ------------------- (12) Type of Reporting Person* IC *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. 46120E107 Page 4 of Pages 10 (1) Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) PaTMark Company, Inc. IRS Identification No. 51-0335495 (2) Check the Appropriate Box If a Member Of a Group* a. [__] b. [__] (3) SEC Use Only (4) Citizenship or Place of Organization State of Delaware Number (5) Sole Voting Power of Shares (6) Shared Voting Power Beneficially 2,287,500 Owned by (7) Sole Dispositive Power Each Reporting Person (8) Shared Dispositive Power With 2,287,500 (9) Aggregate Amount Beneficially Owned by Each Reporting Person: 2,287,500 (10) Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares*: [__] (11) Percent of Class Represented By Amount in Row (9): 6.4% ------------------- (12) Type of Reporting Person* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. 46120E107 Page 5 of Pages 10 Item 1(a). Name of Issuer: INTUITIVE SURGICAL, INC. (the "Issuer") Item 1(b). Address of the Issuer's Principal Executive Offices: 1340 West Middlefield Road, Mountain View, California 94043 Item 2(a). Name of Person Filing: This statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"): (i) Hillenbrand Industries, Inc., an Indiana corporation ("Hillenbrand") (ii) Forethought Life Insurance Company, an Indiana life insurance company ("Forethought") (iii) PaTMark Company, Inc., a Delaware corporation ("PaTMark") This Statement relates to the 252,954 Shares held by Forethought and 2,287,500 Shares held by PaTMark. Each of PaTMark and Forethought is an indirect wholly-owned subsidiary of Hillenbrand. Item 2(b). Address of Principal Business Office or, if None, Residence: The address and principal business office of Hillenbrand is 700 State Road 46 East, Batesville, Indiana 47006 The address and principal business office of Forethought is Forethought Center, Batesville, Indiana 47006 The address and principal business office of PaTMark is Suite 530, 300 Delaware Avenue, Wilmington, Delaware 19801 Item 2(c). Citizenship: (i) Hillenbrand is an Indiana corporation (ii) Forethought is an Indiana life insurance company (iii) PaTMark is a Delaware corporation Item 2(d). Title of Class of Securities: Common Stock, par value $0.001 (the "Shares"). Item 2(e). CUSIP Number: 46120E107 SCHEDULE 13G CUSIP No. 46120E107 Page 6 of Pages 10 Item 3. If this statement is filed pursuant to rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: This Item 3 is not applicable. Item 4. Ownership Item 4(a). Amount Beneficially Owned: As of February 13, 2001, Hillenbrand may be deemed to be the beneficial owner of 2,540,454 Shares by virtue of the ownership of Shares by its indirect wholly-owned subsidiaries Forethought and PaTMark. Forethought and PaTMark hold of record 252,954 and 2,287,500 Shares, respectively Item 4(b). Percent of Class: The number of Shares of which the Reporting Persons may be deemed to be the beneficial owner constitutes approximately 7.1% of the total number of Shares outstanding. Item 4(c). Number of Shares as to which each person has: Hillenbrand (i) Sole power to vote or to direct the vote: --------- (ii) Shared power to vote or to direct the vote: 2,540,454 (iii) Sole power to dispose or to direct the disposition of: --------- (iv) Shared power to dispose or to direct the disposition of: 2,540,454 Forethought (i) Sole power to vote or to direct the vote: --------- (ii) Shared power to vote or to direct the vote: 252,954 (iii) Sole power to dispose or to direct the disposition of: --------- (iv) Shared power to dispose or to direct the disposition of: 252,954 PaTMark (i) Sole power to vote or to direct the vote: --------- (ii) Shared power to vote or to direct the vote: 2,287,500 (iii) Sole power to dispose or to direct the disposition of: --------- (iv) Shared power to dispose or to direct the disposition of: 2,287,500 SCHEDULE 13G CUSIP No. 46120E107 Page 7 of Pages 10 Item 5. Ownership of Five Percent or Less of a Class: This Item 5 is not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person: None, except that the public shareholders of Hillenbrand have the right to receive dividends when and if declared by the Board of Directors of Hillenbrand which could be funded by dividends from, or proceeds from the sale of, Shares. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person See Item 2(a) which is incorporated by reference into this Item 7. Item 8. Identification and Classification of Members of the Group: This Item 8 is not applicable. Item 9. Notice of Dissolution of Group: This Item 9 is not applicable. Item 10. Certification By signing below each signatory certifies that, to the best of his/its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of, or with the effect of, changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with, or as a participant in, any transaction having that purpose or effect. SCHEDULE 13G CUSIP No. 46120E107 Page 8 of Pages 10 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: February 14, 2001 HILLENBRAND INDUSTRIES, INC. By: /s/ Michael L. Buettner ------------------------------------------- Name: Michael L. Buettner Title: Vice President, Corporate Development Date: February 14, 2001 FORETHOUGHT LIFE INSURANCE COMPANY By: /s/ Mark R. Lindenmeyer ------------------------------------------- Name: Mark R. Lindenmeyer Title: Secretary Date: February 14, 2001 PATMARK COMPANY, INC. By: /s/ James D. VanDeVelde ------------------------------------------- Name: James D. VanDeVelde Title: President SCHEDULE 13G CUSIP No. 46120E107 Page 9 of Pages 10 EXHIBIT INDEX Page No. A. Joint Filing Agreement, dated as of February 14, 2001 among Hillenbrand Industries, Inc., Forethought Life Insurance Company and PaTMark Company, Inc. SCHEDULE 13G CUSIP No. 46120E107 Page 10 of Pages 10 Exhibit A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Intuitive Surgical, Inc., dated as of February 14, 2001, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule13d-1(k)(1) under the Securities Exchange Act of 1934. Date: February 14, 2001 HILLENBRAND INDUSTRIES, INC. By: /s/ Michael L. Buettner ------------------------------------------- Name: Michael L. Buettner Title: Vice President, Corporate Development Date: February 14, 2001 FORETHOUGHT LIFE INSURANCE COMPANY By: /s/ Mark R. Lindenmeyer ------------------------------------------- Name: Mark R. Lindenmeyer Title: Secretary Date: February 14, 2001 PATMARK COMPANY, INC. By: /s/ James D. VanDeVelde ------------------------------------------- Name: James D. VanDeVelde Title: President -----END PRIVACY-ENHANCED MESSAGE-----