SRDX Form 4 shows insider stock and options cashed out at $43

Rhea-AI Filing Summary

Surmodics Inc. (SRDX)$43.00 per share in cash, subject to tax withholding. All restricted stock units held by the executive vested immediately before closing and will receive the same cash consideration.

The filing also shows that multiple employee stock options with exercise prices ranging from $33.64 to $56.63 were cancelled and converted into cash based on the excess of the $43.00 merger price over each option’s exercise price, if any. Following these transactions, the reporting person no longer beneficially owns any Surmodics common stock or related options.

11/19/2025 - 06:14 PM

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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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^*

SIDES TERI WOODWICK

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Vascular Interventions

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		34,703	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			5,463	(3)	11/27/2025	Common Stock	5,463	$0	0	D
Employee Stock Option (right to buy)	$56.63	11/19/2025		D			12,292	(3)	11/27/2025	Common Stock	12,292	$0	0	D
Employee Stock Option (right to buy)	$42	11/19/2025		D			8,356	(3)	11/25/2026	Common Stock	8,356	$0	0	D
Employee Stock Option (right to buy)	$42	11/19/2025		D			15,668	(3)	11/25/2026	Common Stock	15,668	$0	0	D
Employee Stock Options (right to buy)	$37.44	11/19/2025		D			17,883	(3)	11/30/2027	Common Stock	17,883	$0	0	D
Employee Stock Option (right to buy)	$43.93	11/19/2025		D			18,337	(3)	11/30/2028	Common Stock	18,337	$0	0	D
Employee Stock Option (right to buy)	$36.13	11/19/2025		D			28,864	(3)	11/30/2029	Common Stock	28,864	$0	0	D
Employee Stock Option (right to buy)	$33.64	11/19/2025		D			29,582	(3)	12/04/2030	Common Stock	29,582	$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 Teryl L.W. Sides	11/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What does the latest Surmodics (SRDX) Form 4 disclose?

The Form 4 discloses that a Surmodics executive’s common stock, RSUs, and stock options were cancelled in connection with the merger and converted into cash based on a $43.00 per share merger price.

What cash consideration is Surmodics (SRDX) common stock entitled to 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.

How were Surmodics (SRDX) restricted stock units treated in the merger?

All outstanding RSUs held by the reporting person vested immediately prior to the merger’s effective time, and the holder is entitled to receive the $43.00 per-share cash merger consideration for those vested RSUs.

What happened to the Surmodics (SRDX) employee stock options listed in the Form 4?

Each unexercised Surmodics stock option was cancelled and converted into the right to receive cash equal to the number of shares subject to the option multiplied by the excess of the $43.00 merger price over the option’s exercise price, if any.

Does the reporting person still own Surmodics (SRDX) shares after the merger?

No. The Form 4 states that, as a result of the merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of Surmodics common stock.

What is the relationship of the reporting person to Surmodics (SRDX)?

The reporting person is identified as an Officer, serving as SVP, Vascular Interventions, and this Form 4 is filed as a single reporting person filing.

Who acquired Surmodics (SRDX) according to this Form 4?

The filing explains that Surmodics merged with a subsidiary of BCE Parent, LLC, with Surmodics surviving as a wholly owned subsidiary of BCE Parent after the merger.