-----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, PPspzBDiA82HDB56dJuLgKE8kdvGRnMbZn4guPCECbr/NUIQQwo7k3JDKo+xL4N+ 9J3WjEL8HBEG7vBMmZvXyQ== 0000897069-08-000918.txt : 20080516 0000897069-08-000918.hdr.sgml : 20080516 20080516095533 ACCESSION NUMBER: 0000897069-08-000918 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080514 FILED AS OF DATE: 20080516 DATE AS OF CHANGE: 20080516 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HANGER ORTHOPEDIC GROUP INC CENTRAL INDEX KEY: 0000722723 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SPECIALTY OUTPATIENT FACILITIES, NEC [8093] IRS NUMBER: 840904275 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: TWO BETHESDA METRO CENTER STREET 2: SUITE 1300 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 3019860701 MAIL ADDRESS: STREET 1: TWO BETHESDA METRO CENTER STREET 2: SUITE 1300 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: SEQUEL CORP DATE OF NAME CHANGE: 19890814 FORMER COMPANY: FORMER CONFORMED NAME: CELLTECH COMMUNICATIONS INC DATE OF NAME CHANGE: 19860304 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COOPER THOMAS P CENTRAL INDEX KEY: 0001182242 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10670 FILM NUMBER: 08840503 MAIL ADDRESS: STREET 1: PO BOX 3335 CITY: SANTA FE STATE: CA ZIP: 92067 4 1 cmw3553_ex.xml X0202 4 2008-05-14 0 0000722723 HANGER ORTHOPEDIC GROUP INC HGR 0001182242 COOPER THOMAS P 4715 VIEWRIDGE AVENUE, SUITE 230 SAN DIEGO CA 92123-1680 1 0 0 0 Common Stock 2008-05-14 4 A 0 10500 0 A 62586 D Common Stock 750 I By IRA Non-Qualified Stock Option 18.625 1999-05-22 2008-05-22 Common Stock 5000 5000 D Non-Qualified Stock Option 14.00 2000-09-21 2009-09-21 Common Stock 5000 5000 D Non-Qualified Stock Option 5.1875 2001-05-19 2010-05-19 Common Stock 5000 5000 D Non-Qualified Stock Option 1.65 2002-06-05 2011-06-05 Common Stock 5000 5000 D Non-Qualified Stock Option 14.00 2003-06-04 2012-06-04 Common Stock 5000 5000 D Non-Qualified Stock Option 11.21 2004-06-04 2013-06-04 Common Stock 5535 5535 D Non-Qualified Stock Option 16.10 2005-05-07 2014-05-07 Common Stock 5373 5373 D Non-Qualified Stock Option 5.09 2006-05-18 2015-05-18 Common Stock 7947 7947 D Consists of shares of restricted stock granted under the Company's 2003 Non-Employee Directors' Stock Incentive Plan, which vest to the extent of one-third on May 14, 2009 and cumulatively vest to the extent of one-third each year thereafter, subject to certain provisions of the Plan. Pursuant to the provisions of the Plan, Mr. Cooper elected to receive such restricted shares in the form of restricted stock units, which units shall be distributed to Mr. Cooper in the form of whole shares of common stock on or about the fifth anniversary of the annual meeting date on the election form for that year. This option becomes exercisable to the extent of 25% on the above date and is cumulatively exercisable to the extent of 25% each year thereafter. This option becomes exercisable to the extent of one-third on the above date and is cumulatively exercisable to the extent of one-third each year thereafter. /s/ Teri L. Champ, attorney-in-fact 2008-05-16 EX-24 2 cmw3553a.htm POWER OF ATTORNEY

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that the person whose signature appears below hereby constitutes and appoints Jay W. Freedman, Arthur H. Bill, Thomas L. James, Christian P. Fonss, Timothy C. Maples, Teri L. Champ, Mariel I. Estigarribia and Matthew B. Bronson, or any one of them, such person’s true and lawful attorney-in-fact and agent, with full power of substitution and revocation, for such person and in such person’s name, place and stead, to sign any report on Form 3, Form 4 or Form 5, in any such case with respect to his or her beneficial ownership of shares of Hanger Orthopedic Group, Inc., common stock, $.01 par value per share (“Common Stock”), and to file the same with the Securities and Exchange Commission and any exchange or similar system for trading on which the Common Stock is or hereafter becomes listed or qualified for trading or quoting.

Dated: May 8, 2008

/s/ Thomas P. Cooper
(Signature)

Thomas P. Cooper
(Printed Name)

Director
(Title)

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