0001157523-16-006076.txt : 20160713 0001157523-16-006076.hdr.sgml : 20160713 20160713161543 ACCESSION NUMBER: 0001157523-16-006076 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160711 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160713 DATE AS OF CHANGE: 20160713 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SURMODICS INC CENTRAL INDEX KEY: 0000924717 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 411356149 STATE OF INCORPORATION: MN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23837 FILM NUMBER: 161765778 BUSINESS ADDRESS: STREET 1: 9924 W 74TH ST CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 BUSINESS PHONE: 9525007000 MAIL ADDRESS: STREET 1: 9924 WEST 74TH ST CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 FORMER COMPANY: FORMER CONFORMED NAME: BSI CORP DATE OF NAME CHANGE: 19970506 8-K 1 a51380452.htm SURMODICS, INC. 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


July 11, 2016
Date of Report (Date of Earliest Event Reported)


Surmodics, Inc.
(Exact Name of Registrant as Specified in its Charter)


Minnesota
  
0-23837
  
41-1356149
(State of Incorporation)
  
(Commission File Number)
  
(I.R.S. Employer Identification No.)


9924 West 74th Street
Eden Prairie, Minnesota
  
 
55344
(Address of Principal Executive Offices)
  
(Zip Code)


(952) 500-7000
(Registrant’s Telephone Number, Including Area Code)


SurModics, Inc.
(Former Name or Former Address, if Changed Since Last Report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
Item 5.03.
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
 
On July 11, 2016, we amended our articles of incorporation to change our name from SurModics, Inc., to Surmodics, Inc., which change became effective immediately. The name change was effected by our board of directors pursuant to Section 302A.135 Subdivision 7 of the Minnesota Statutes, which permits such amendments to be made without shareholder approval. These articles of amendment were filed with the Minnesota Secretary of State on July 11, 2016, and a complete copy of the filing is filed as Exhibit 3.1 to this report and is incorporated herein by reference.
 

Item 9.01
Financial Statements and Exhibits.
 
(d)
Exhibits.
 
 
 
 
 
 
 
Exhibit
Number
 
Description
 
 
 
 
 
3.1
 
Articles of Amendment to Articles of Incorporation of SurModics, Inc., as filed July 11, 2016
 
 
 
 
 


 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
SURMODICS, INC.
  
 
 
 
 
  
Date:  July 13, 2016
 
/s/    Bryan K. Phillips
  
 
 
Bryan K. Phillips
  
 
 
Sr. Vice President, General Counsel and Secretary
 
 
 
  
 
 
 
EXHIBIT INDEX
 
 
Exhibit
 Number
  
 
Description
   
3.1
  
Articles of Amendment to Articles of Incorporation of SurModics, Inc., as filed July 11, 2016


EX-3.1 2 a51380452ex3_1.htm EXHIBIT 3.1
Exhibit 3.1
 
ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
SURMODICS, INC.


The undersigned, Bryan K. Phillips, Secretary of SurModics, Inc., a Minnesota corporation (the “Corporation”), hereby certifies that:

1.            Article I of the Corporation’s Amended and Restated Articles of Incorporation is amended and restated to read in its entirety as follows:

ARTICLE I - NAME

The name of the corporation shall be Surmodics, Inc.

2.            This amendment was adopted pursuant to Chapter 302A of the Minnesota Statutes.

3.            Pursuant to Section 302A.135, Sub. 7, of the Minnesota Statutes, approval of this amendment by the shareholders of the Corporation is not required.

IN WITNESS WHEREOF, I have subscribed my name this 11th day of July, 2016.
 
 
 
SURMODICS, INC.
 
 
 
 
 
/s/   Bryan K. Phillips
 
 
Bryan K. Phillips
 
 
Sr. Vice President, General Counsel and Secretary