-----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, IQ3YoxY9PmhCIWXQzNdDe/bmKgJGm7lCzXxcMUp+REBEPfXttfnM5RTRsoEeJjvL 51J1D8PyZuxseL43sv43xg== 0001104659-03-006054.txt : 20030407 0001104659-03-006054.hdr.sgml : 20030407 20030407084521 ACCESSION NUMBER: 0001104659-03-006054 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030407 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ONEDA KATSUMI CENTRAL INDEX KEY: 0000901486 FILING VALUES: FORM TYPE: SC 13D/A SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VISION SCIENCES INC /DE/ CENTRAL INDEX KEY: 0000894237 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 133430173 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48987 FILM NUMBER: 03640776 BUSINESS ADDRESS: STREET 1: 9 STRATHMORE ROAD CITY: NATICK STATE: MA ZIP: 01760 BUSINESS PHONE: 5086509971 SC 13D/A 1 j9269_sc13da.htm SC 13D/A

SEC 1746
(11-02)


Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE
COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13D
(Amendment No. 1)

Estimated average burden hours per response. . 11

Under the Securities Exchange Act of 1934

Vision-Sciences, Inc.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

927912105

(CUSIP Number)

 

James A. Tracy, Vice President, Financial Operations

Vision-Sciences, Inc.

9 Strathmore Road, Natick, Massachusetts 01760

(508) 650-9971

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

March 31, 2003

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* 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 disclosures 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).

 



 

CUSIP No.   927912105

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).

Katsumi Oneda

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)

PF

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    o

 

 

6.

Citizenship or Place of Organization

Japan

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power

7,978,614 (beneficial interest disclaimed in 125,000)

 

8.

Shared Voting Power

0

 

9.

Sole Dispositive Power

7,978,614 (beneficial interest disclaimed in 125,000)

 

10.

Shared Dispositive Power

0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

7,978,614

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

13.

Percent of Class Represented by Amount in Row (11)

29.3%

 

 

14.

Type of Reporting Person (See Instructions)

IN

 

 

2



 

Item 1.

Security and Issuer

Common Stock, par value $.01 per share, of Vision-Sciences, Inc.  The principal executive office of the issuer is located at 9 Strathmore Road, Natick, Massachusetts 01760.

 

Item 2.

Identity and Background

(a)

Katsumi Oneda

(b)

c/o Vision-Sciences, Inc.
9 Strathmore Road
Natick, Massachusetts 01760

(c)

Chairman of the Board of Directors, Vision-Sciences, Inc., 9 Strathmore Road, Natick, Massachusetts 01760

(d)

Mr. Oneda has not been convicted in any criminal proceeding in the last five years that must be disclosed under this item.

(e)

Mr. Oneda has not been party to any civil proceeding in the last five years that must be disclosed under this item.

(f)

Mr. Oneda is a citizen of Japan.

 

Item 3.

Source and Amount of Funds or Other Consideration

Mr. Oneda paid for these shares out of his personal funds.

 

Item 4.

Purpose of Transaction

State the purpose or purposes of the acquisition of securities of the issuer. Describe any plans or proposals which the reporting persons may have which relate to or would result in:

 

Mr. Oneda purchased these shares for investment purposes.

Mr. Oneda may acquire additional shares of common stock upon exercise of an outstanding stock option pursuant to which he has the right to purchase 125,000 shares of the common stock of the issuer.  In addition, in the event that the issuer determines that it is necessary to undertake any future equity financings, Mr. Oneda may participate in such financings.

 

Item 5.

Interest in Securities of the Issuer

(a)

As of March 31, 2003, Mr. Oneda had sole voting and investment power as to 7,978,614 shares of Common Stock (except as this amount may be limited by the explanations contained in the following paragraph), which represent 29.3% of the Common Stock outstanding, based on 27,198,712 shares of Common Stock issued and outstanding as of December 31, 2002.

7,853,614 shares are owned directly by Mr. Oneda. 125,000 shares are subject to stock options held by Mr. Oneda that are currently exercisable or exercisable within 60 days after March 31, 2003.

(b)

See Item 5(a) immediately above.

(c)

Mr. Oneda purchased 1,192,784 shares of Common Stock from the Company on March 31, 2003.

(d)

No other person is known to have the right to receive or have the power to direct the receipt of dividends from, or the proceeds from the sale of, these shares.

(e)

N/A

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Mr. Oneda has a written Stock Option Agreement with the issuer, dated February 4, 1994, pursuant to which he has the right to purchase up to 125,000 shares of the common stock of the issuer at an exercise price of $7.25 per share.  This option expires on February 4, 2004.

 

Item 7.

Material to Be Filed as Exhibits

The following is a list of exhibits to this Amendment No. 1 to Schedule 13D. The following exhibits have, as indicated below, previously been filed by or on behalf of Mr. Oneda with the Securities and Exchange Commission under the Securities and Exchange Act of 1934 and are referred to and incorporated herein by reference to such filings.

Exhibit 1.

Stock Option Agreement between Mr. Oneda and the issuer, dated February 4, 1994.  (Filed as Exhibit 1 to Mr. Oneda's Schedule 13D filed on February 4, 2003)

 

3



 

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

April  4, 2003

 

Date

 


/s/ Katsumi Oneda

 

Signature

 


Katsumi Oneda

 

Name/Title

 

4


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