X0306 4 2013-06-14 0 0000864683 CYBERONICS INC CYBX 0001269062 SIMPSON RANDAL L 100 CYBERONICS BLVD HOUSTON TX 77058 0 1 0 0 VP Operations Common Stock 2013-06-14 4 F 0 1376 D 46077 D Common Stock 2013-06-15 4 A 0 2890 A 48967 D Option to purchase common stock 51.90 2013-06-15 4 A 0 6358 51.90 A 2023-06-15 Common Stock 6358 82887 D The referenced shares were withheld from distribution at the request of Reporting Person. Such shares were forfeited and the associated value was used to offset the tax liability associated with the June 15, 2013 vesting of 5,034 shares of restricted stock. Reporting Person was granted restricted shares of common stock, all of such shares shall vest and all forfeiture restrictions thereon to lapse on June 15, 2016. The restricted shares are subject to forfeiture prior to vesting in accordance with the terms of the Restricted Stock Agreement. Reporting person was granted an option to purchase shares of common stock, 25% of the shares under such option to vest on each of the next four anniversaries of June 15, 2013. The option to purchase such shares is subject to forfeiture prior to vesting in accordance with the terms of the Stock Option Agreement. /s/ Randal L. Simpson 2013-06-18