SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hinohara Tomoaki

(Last)

(First)

(Middle)

C/O FOXHOLLOW TECHNOLOGIES, INC.

740 BAY ROAD

(Street)

REDWOOD CITY

94063

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FOXHOLLOW TECHNOLOGIES, INC. [ FOXH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/04/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/04/2007		D		7,603	D	⁽¹⁾	0	D
Common Stock	10/04/2007		D		2,087	D	⁽²⁾	0	I⁽³⁾	By Hinohara Trust
Common Stock	10/04/2007		D		1,710	D	⁽⁴⁾	0	I⁽⁵⁾	By Hinohara Associates, L.P.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$0.84	10/04/2007		D			3,750	⁽⁶⁾	06/28/2011	Common Stock	3,750	⁽⁷⁾	0	D
Stock Option (right to buy)	$0.84	10/04/2007		A		3,750		⁽⁶⁾	10/04/2008	Common Stock	3,750	⁽⁷⁾	3,750	D
Stock Option (right to buy)	$0.84	10/04/2007		D			3,750	⁽⁶⁾	10/04/2008	Common Stock	3,750	⁽⁸⁾	0	D
Stock Option (right to buy)	$0.32	10/04/2007		D			500	⁽⁶⁾	03/10/2013	Common Stock	500	⁽⁷⁾	0	D
Stock Option (right to buy)	$0.32	10/04/2007		A		500		⁽⁶⁾	10/04/2008	Common Stock	500	⁽⁷⁾	500	D
Stock Option (right to buy)	$0.32	10/04/2007		D			500	⁽⁶⁾	10/04/2008	Common Stock	500	⁽⁹⁾	0	D
Stock Option (right to buy)	$4	10/04/2007		D			15,000	⁽⁶⁾	07/26/2014	Common Stock	15,000	⁽⁷⁾	0	D
Stock Option (right to buy)	$4	10/04/2007		A		15,000		⁽⁶⁾	10/04/2008	Common Stock	15,000	⁽⁷⁾	15,000	D
Stock Option (right to buy)	$4	10/04/2007		D			15,000	⁽⁶⁾	10/04/2008	Common Stock	15,000	⁽¹⁰⁾	0	D
Stock Option (right to buy)	$37.62	10/04/2007		D			7,500	06/16/2006	06/16/2015	Common Stock	7,500	⁽⁷⁾	0	D
Stock Option (right to buy)	$37.62	10/04/2007		A		7,500		10/04/2007	10/04/2008	Common Stock	7,500	⁽⁷⁾	7,500	D
Stock Option (right to buy)	$37.62	10/04/2007		D			7,500	10/04/2007	10/04/2008	Common Stock	7,500	⁽¹¹⁾	0	D
Stock Option (right to buy)	$25.65	10/04/2007		D			12,500	06/28/2007	06/28/2016	Common Stock	12,500	⁽⁷⁾	0	D
Stock Option (right to buy)	$25.65	10/04/2007		A		12,500		10/04/2007	10/04/2008	Common Stock	12,500	⁽⁷⁾	12,500	D
Stock Option (right to buy)	$25.65	10/04/2007		D			12,500	10/04/2007	10/04/2008	Common Stock	12,500	⁽¹²⁾	0	D
Stock Option (right to buy)	$25.67	10/04/2007		D			12,500	07/31/2008	07/31/2017	Common Stock	12,500	⁽⁷⁾	0	D
Stock Option (right to buy)	$25.67	10/04/2007		A		12,500		10/04/2007	10/04/2008	Common Stock	12,500	⁽⁷⁾	12,500	D
Stock Option (right to buy)	$25.67	10/04/2007		D			12,500	10/04/2007	10/04/2008	Common Stock	12,500	⁽¹³⁾	0	D

Explanation of Responses:

1. Pursuant to the merger of a wholly-owned subsidiary of ev3 Inc. ("ev3") with and into FoxHollow Technologies, Inc. (the "Merger"), such shares were disposed of in exchange for 12,316 shares of ev3 common stock, having a market value of $16.64 on the effective date of the Merger.

2. Pursuant to the Merger, such shares were disposed of in exchange for 3,380 shares of ev3 common stock, having a market value of $16.64 per share on the effective date of the Merger.

3. Dr. Hinohara is a trustee of the Hinohara Trust and disclaims beneficial ownership of theses shares except to the extent of his pecuniary interest therein.

4. Pursuant to the Merger, such shares were disposed of in exchange for 2,770 shares of ev3 common stock, having a market value of $16.64 per share on the effective date of the Merger.

5. Dr. Hinohara is a general partner of Hinohara Associates, L.P. and disclaims beneficial ownership of theses shares except to the extent of his pecuniary interest therein.

6. These options are fully vested.

7. The reported transactions involved amendments of outstanding options, resulting in the deemed cancellation of the "old" options and the grant of replacement options. These options were amended to extend the terms in which these options may be exercised to one year from the termination of the reporting person's service as a director of FoxHollow Technologies, Inc.

8. This option was assumed by ev3 in the Merger and replaced with an option to purchase 6,067 shares of ev3 common stock for an exercise price of $0.52 per share.

9. This option was assumed by ev3 in the Merger and replaced with an option to purchase 809 shares of ev3 common stock for an exercise price of $0.20 per share.

10. This option was assumed by ev3 in the Merger and replaced with an option to purchase 24,270 shares of ev3 common stock for an exercise price of $2.47 per share.

11. This option was assumed by ev3 in the Merger and replaced with an option to purchase 12,135 shares of ev3 common stock for an exercise price of $23.25 per share.

12. This option was assumed by ev3 in the Merger and replaced with an option to purchase 20,225 shares of ev3 common stock for an exercise price of $15.85 per share.

13. This option was assumed by ev3 in the Merger and replaced with an option to purchase 20,225 shares of ev3 common stock for an exercise price of $15.87 per share.

	/s/ Tomoaki Hinohara	10/08/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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