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*
YOUNG INNOVATIONS HOLDINGS LLC

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
YOUNG INNOVATIONS INC [ YDNT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
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, par value $0.01 per share 01/31/2013 P 7,913,989 A $39.5 0 (1) D (2) (3) (4) (5)
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*
YOUNG INNOVATIONS HOLDINGS LLC

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LINDEN CAPITAL PARTNERS II LP

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LINDEN MANAGER II LP

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LINDEN CAPITAL II LLC

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
1. Name and Address of Reporting Person*
DAVIS ANTHONY B.

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LARSON ERIC C.

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
1. Name and Address of Reporting Person*
MILLER BRIAN C.

(Last) (First) (Middle)
111 SOUTH WACKER DRIVE
SUITE 3350

(Street)
CHICAGO IL 60606

(City) (State) (Zip)
Explanation of Responses:
1. All of the Issuer's outstanding stock was canceled in a merger of the Issuer into a wholly owned subsidiary of Young Innovations Holdings LLC ("Parent") on January 31, 2013.
2. This Form 4 is being filed by (i) Parent, (ii) Linden Capital Partners II LP ("Fund II"), in its capacity as manager and sole member of Parent, (iii) Linden Manager II LP ("Manager II"), in its capacity as general partner of Fund II, (iv) Linden Capital II LLC ("Capital II"), in its capacity as general partner of Manager II, and (v) Anthony B. Davis ("Davis"), Eric C. Larson ("Larson") and Brian C. Miller ("Miller"), in their respective capacities as managing partners of Capital II.
3. Each of Parent, Fund II, Manager II, Capital II, Davis, Larson and Miller may be referred to individually as "Reporting Person" and collectively as "Reporting Persons."
4. Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person assumes responsibility for the accuracy or completeness of information supplied by any other Reporting Person. The filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 4.
5. As a result of their direct or indirect relationship to Parent, the other Reporting Persons may also be deemed to have acquired indirect beneficial ownership of such shares of Common Stock. The other Reporting Persons have no pecuniary interest in such shares and expressly disclaim beneficial ownership of such shares.
/s/ Young Innovations Holdings LLC, by Anthony B. Davis, President 02/01/2013
/s/ Linden Capital Partners II LP, by Linden Manager II LP, its General Partner, by Linden Capital II LLC, its General Partner, by Anthony B. Davis, Managing Partner 02/01/2013
/s/ Linden Manager II LP, by Linden Capital II LLC, its General Partner, by Anthony B. Davis, Managing Partner 02/01/2013
/s/ Linden Capital II LLC, by Anthony B. Davis, Managing Partner 02/01/2013
/s/ Anthony B. Davis 02/01/2013
/s/ Eric C. Larson 02/01/2013
/s/ Brian C. Miller 02/01/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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