SRDX CEO’s shares and options cashed out at $43 per share

Rhea-AI Filing Summary

Surmodics Inc. (SRDX) completed a cash merger in which all outstanding common shares were converted into the right to receive $43.00 per share in cash, without interest and subject to tax withholding. For President & CEO and director Gary R. Maharaj, the filing shows that his remaining 192,056 shares of common stock were disposed of in connection with the merger, leaving him with no beneficial ownership of Surmodics common stock.

The filing also details that multiple employee stock options held by Maharaj, covering tens of thousands of shares each at exercise prices between $33.64 and $56.63, were cancelled and converted into cash. Each option is being settled for cash equal to the number of shares subject to the option multiplied by the excess of the $43.00 merger consideration over the option’s exercise price, subject to tax withholdings.

Insider Trade Summary

7 transactions reported

Mixed 7 txns

Insider Maharaj Gary R

Role President & CEO

Type	Security	Shares	Price	Value
Disposition	Employee Stock Option (right to buy)	45,073	$0.00	--
Disposition	Employee Stock Option (right to buy)	62,674	$0.00	--
Disposition	Employee Stock Options (right to buy)	74,515	$0.00	--
Disposition	Employee Stock Option (right to buy)	73,349	$0.00	--
Disposition	Employee Stock Option (right to buy)	84,669	$0.00	--
Disposition	Employee Stock Option (right to buy)	89,127	$0.00	--
Disposition	Common Stock	192,056	$0.00	--

Holdings After Transaction: Employee Stock Option (right to buy) — 0 shares (Direct); Employee Stock Options (right to buy) — 0 shares (Direct); Common Stock — 0 shares (Direct)

Footnotes (1)

1. Pursuant to that certain Merger Agreement, dated as of May 28, 2024, by and among the Surmodics, Inc. (the "Issuer"), BCE Parent, LLC, ("Parent"), and BCE Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock, par value $0.05 per share ("Common Stock"), that was issued and outstanding immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $43.00 per share in cash, without interest and subject to any applicable tax withholdings (the "Merger Consideration"). All outstanding restricted stock units ("RSUs") held by the reporting person vested immediately prior to the Effective Time and the reporting person is entitled to receive the Merger Consideration for such vested RSUs. As a result of the Merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of Common Stock. Pursuant to the Merger Agreement, at the Effective Time, this unexercised stock option ("Option") was cancelled and automatically converted into the right to receive an amount in cash (without interest) equal to the product of (a) the aggregate number of shares of Common Stock subject to the Option immediately prior to the Effective Time, multiplied by (b) the excess, if any, of the Merger Consideration over such Option's applicable per share exercise price, subject to any required tax withholdings.

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Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Maharaj Gary R

(Last) (First) (Middle)

9924 WEST 74TH STREET

(Street)

EDEN PRAIRIE MN 55344

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SURMODICS INC [ SRDX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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	11/19/2025		D		192,056	D	(1)(2)	0	D

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
Employee Stock Option (right to buy)	$56.63	11/19/2025		D			45,073	(3)	11/27/2025	Common Stock	45,073	$0	0	D
Employee Stock Option (right to buy)	$42	11/19/2025		D			62,674	(3)	11/26/2026	Common Stock	62,674	$0	0	D
Employee Stock Options (right to buy)	$37.44	11/19/2025		D			74,515	(3)	11/30/2027	Common Stock	74,515	$0	0	D
Employee Stock Option (right to buy)	$43.93	11/19/2025		D			73,349	(3)	11/30/2028	Common Stock	73,349	$0	0	D
Employee Stock Option (right to buy)	$36.13	11/19/2025		D			84,669	(3)	11/30/2029	Common Stock	84,669	$0	0	D
Employee Stock Option (right to buy)	$33.64	11/19/2025		D			89,127	(3)	12/04/2030	Common Stock	89,127	$0	0	D

Explanation of Responses:

1. Pursuant to that certain Merger Agreement, dated as of May 28, 2024, by and among the Surmodics, Inc. (the "Issuer"), BCE Parent, LLC, ("Parent"), and BCE Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock, par value $0.05 per share ("Common Stock"), that was issued and outstanding immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $43.00 per share in cash, without interest and subject to any applicable tax withholdings (the "Merger Consideration"). All outstanding restricted stock units ("RSUs") held by the reporting person vested immediately prior to the Effective Time and the reporting person is entitled to receive the Merger Consideration for such vested RSUs.

2. As a result of the Merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of Common Stock.

3. Pursuant to the Merger Agreement, at the Effective Time, this unexercised stock option ("Option") was cancelled and automatically converted into the right to receive an amount in cash (without interest) equal to the product of (a) the aggregate number of shares of Common Stock subject to the Option immediately prior to the Effective Time, multiplied by (b) the excess, if any, of the Merger Consideration over such Option's applicable per share exercise price, subject to any required tax withholdings.

	/s/ John Manders on behalf of Gary R. Maharaj	11/19/2025
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Surmodics (SRDX) Form 4 report for Gary R. Maharaj?

The Form 4 reports that President & CEO Gary R. Maharaj disposed of 192,056 shares of Surmodics common stock in connection with the completion of a cash merger and now no longer beneficially owns any Surmodics common stock.

What was the cash amount per Surmodics (SRDX) share in the merger?

Each share of Surmodics common stock was automatically cancelled and converted into the right to receive $43.00 per share in cash, without interest and subject to applicable tax withholdings.

What happened to Gary R. Maharaj’s Surmodics stock options?

All unexercised Surmodics employee stock options held by Gary R. Maharaj were cancelled at the merger’s effective time and converted into a cash right equal to the number of option shares multiplied by the excess of the $43.00 merger consideration over each option’s exercise price.

Did Surmodics (SRDX) restricted stock units vest in the merger?

All outstanding restricted stock units (RSUs) held by the reporting person vested immediately prior to the merger’s effective time, with the holder entitled to receive the $43.00 per share merger consideration for those vested RSUs.

Does Gary R. Maharaj still own any Surmodics (SRDX) common stock after the merger?

No. The filing states that, as a result of the merger, the reporting person no longer beneficially owns any shares of Surmodics common stock, directly or indirectly.