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*
MORRIS ROBERT S

(Last) (First) (Middle)
C/O OLYMPUS PARTNERS, METRO CENTER
ONE STATION PLACE

(Street)
STAMFORD CT 06902

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Symmetry Medical Inc. [ SMA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
09/19/2005
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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)
Code V Amount (A) or (D) Price
Common Stock 09/15/2005 J(3) 2,271,710 D (3) 8,394,590 I(1)(2)(4) See Footnote(1)(2)(4)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
MORRIS ROBERT S

(Last) (First) (Middle)
C/O OLYMPUS PARTNERS, METRO CENTER
ONE STATION PLACE

(Street)
STAMFORD CT 06902

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Olympus Growth Fund III, L.P.

(Last) (First) (Middle)
C/O OLYMPUS PARTNERS METRO CENTER
ONE STATION PLACE

(Street)
STAMFORD CT 06902

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Olympus Growth Co-Investment Fund III, L.P.

(Last) (First) (Middle)
C/O OLYMPUS PARTNERS METRO CENTER
ONE STATION PLACE

(Street)
STAMFORD CT 06902

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
OLYMPUS EXECUTIVE FUND LP

(Last) (First) (Middle)
C/O OLYMPUS PARTNERS METRO CENTER
ONE STATION PLACE

(Street)
STAMFORD CT 06902

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
OGP III, LLC

(Last) (First) (Middle)
C/O OLYMPUS PARTNERS METRO CENTER
ONE STATION PLACE

(Street)
STAMFORD CT 06902

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Following the dispositions set forth in this Form 4, Olympus Growth Fund III, L.P. was the record owner of 8,394,590 shares of common stock, Olympus Executive Fund, L.P. was the record owner of 77,893 shares of common stock and OGP III, L.L.C. was the record owner of 468,957 shares of common stock. (Continued footnote 2)
2. Mr. Robert S. Morris, a member of our board of directors, is the managing partner of Olympus Partners and the Managing Member of RSM, L.L.C., and, in such capacities, has voting and investment power with respect to all shares held by the Olympus funds and has a pecuniary interest in certain of those shares. Mr. Morris disclaims beneficial ownership of the common stock owned by the above entities, except to the extent of his proportionate pecuniary interest therein.
3. On September 15, 2005, Olympus Growth Fund III, L.P. made a pro-rata distribution of common stock, without consideration, to its partners, which include its general partner, OGP III, L.L.C., which received 416,129 shares. The receipt of such shares by OGP III, L.L.C. represents a change in the form of beneficial ownership.
4. Represents shares directly owned by Olympus Growth Fund III, L.P. Shares beneficially owned by Olympus Growth Fund III, L.P. are beneficially owned indirectly by OGP III, L.L.C., its General Partner; by RSM, L.L.C., the Managing Member of OGP III, L.L.C.; and by Mr. Morris, the Managing Member of RSM, L.L.C.
Remarks:
This Form 4 amendment is filed to reflect that on September 15, 2005, Olympus Growth Fund III, L.P. made a pro-rata distribution of 2,271,710 shares of common stock, rather than 1,855,581 shares as was mistakenly reflected on the Form 4 filed on September 19, 2005.
/s/ Manu Bettegowda, under power of attorney for Robert S. Morris 02/09/2006
/s/ James A. Conroy, as the Member of Conroy, L.L.C., a member of OGP III, L.L.C., the General Partner of Olympus Growth Fund III, L.P. 02/09/2006
/s/ James A. Conroy, as the Member of Conroy, L.L.C., a member of OGP III, L.L.C., the General Partner of Olympus Growth Co-Investment Fund III, L.P. 02/09/2006
/s/ James A. Conroy, as the Member of Conroy, L.L.C., a General Partner of OEF, L.P., a General Partner of Olympus Executive Fund, L.P. 02/09/2006
/s/ James A. Conroy, as the Member of Conroy, L.L.C., a member of OGP III, L.L.C. 02/09/2006
** Signature of Reporting Person Date
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