Staar Surg SEC Filings

Jiang Wei, a director of Staar Surgical Co (STAA), had 20,967 restricted stock units (RSUs) vest on August 12, 2025. These RSUs were part of a grant made May 12, 2025 and each RSU converts into one share upon vesting. The award vests in three equal tranches of 20,967 shares on August 12, 2025, November 12, 2025 and January 12, 2026, for a total grant of 62,901 RSUs. The Form 4 shows post-transaction beneficial ownership figures and notes the RSUs relate to a consulting agreement under which Mr. Jiang serves as special strategic advisor for the companys Asia Pacific business through the end of fiscal 2025.

Broadwood Partners, L.P., Broadwood Capital, Inc. and Neal C. Bradsher (collectively the “Reporting Persons”) filed Amendment No. 35 to Schedule 13D on STAAR Surgical Company (NASDAQ: STAA). The group now reports beneficial ownership of 13,545,391 common shares (13,519,491 held jointly plus 25,900 held solely by Bradsher), representing 27.3 % of the 49,553,035 shares outstanding. Voting and dispositive power is shared over virtually all shares, underscoring the bloc’s ability to influence corporate actions.

On 5 Aug 2025 STAAR announced a definitive agreement to be acquired by Alcon. The Reporting Persons have not decided how they will vote on the transaction and are demanding books & records under Delaware §220 to evaluate the sale process. They are also exploring strategic alternatives, including contacting other potential bidders, and reserve the right to alter their holdings or take additional actions. No share transactions were executed in the past 60 days, and no borrowings were used to finance the stake.

Staar Surgical Co. (STAA) filed a Form 144 indicating a proposed sale of 1,750 common shares through broker Merrill Lynch, 520 Newport Center Dr., Newport Beach, CA. The shares represent a negligible fraction (≈0.004%) of the 49,526,129 shares outstanding. The filer values the block at $47,025.13 and plans to execute the sale on or about 08/05/2025 on the Nasdaq.

The securities were originally acquired 03/14/2024 via an open-market purchase and paid for in cash on 03/18/2024. No sales by the same beneficial owner occurred during the previous three months, and the filer attests to possessing no undisclosed material adverse information about the company.

Given the small size relative to total float and lack of additional context (e.g., identity or role of the seller), the filing signals routine liquidity management rather than a materially significant insider move.

Form 144 Filing Summary for STAAR Surgical Co (STAA)

The filer reports a proposed sale of 13,491 common shares with an aggregate market value of $362,523.41, with an approximate sale date of 08/05/2025 on NASDAQ. Total shares outstanding are listed as 49,526,129. Broker: Merrill Lynch, 520 Newport Center Drive, Floor 20, Newport Beach, CA.

Acquisition details provided: 2,000 shares acquired via open market purchase on 08/07/2023 (cash paid 08/09/2023); 3,417 shares from RSU vesting on 06/15/2024; 8,074 shares from RSU vesting on 06/18/2025. The filer reports Nothing to Report for securities sold during the past three months.

STAAR Surgical (STAA) entered into a definitive Agreement and Plan of Merger on 4-Aug-2025 with Alcon Research, LLC. Alcon will acquire STAAR through Rascasse Merger Sub in an all-cash transaction valued at $28.00 per share; STAAR will survive as a wholly owned subsidiary and its stock will be delisted from NASDAQ post-close.

Principal conditions include: (i) adoption of the Merger Agreement by STAAR stockholders, (ii) expiration of the HSR waiting period and other specified regulatory clearances, (iii) absence of prohibitive laws in key jurisdictions, (iv) accuracy of reps & warranties and material covenant compliance, and (v) no continuing material adverse effect on STAAR. Availability of financing is not a closing condition.

Termination framework: either party may terminate if the deal is not completed by 4-Aug-2026 (extendable three months) or upon specified breaches/failures. STAAR must pay Alcon a $43.4 m break-up fee (reduced to $14.5 m for qualified-bidder scenarios) in certain circumstances. Alcon must pay STAAR $72.4 m if regulatory approvals cannot be obtained. Specific-performance remedies are available.

The board unanimously deemed the deal fair and will recommend approval. A shareholder meeting date will be announced, and a Schedule 14A proxy statement will be filed. A joint press release was issued on 5-Aug-2025 (Exhibit 99.1).

Staar Surgical has reported a significant insider transaction involving their newly appointed Chief Financial Officer, Deborah J. Andrews. On June 25, 2025, Andrews received a grant of 41,867 Restricted Stock Units (RSUs) as part of her appointment compensation package.

Key details of the RSU grant:

• Each RSU represents the right to receive one share of common stock upon vesting
• The RSUs will vest in three equal annual installments on June 25 of 2026, 2027, and 2028
• The conversion price is $0, typical for RSU grants
• The shares are held directly by Andrews

This Form 4 filing indicates a standard executive compensation arrangement, designed to align the new CFO's interests with long-term shareholder value through a three-year vesting schedule. The transaction was reported within the required two-business-day window for insider transaction disclosure.

STAAR Surgical Co. (STAA) Form 4 filing: Director Lilian Y. Zhou, Chair of the Capital Stewardship Committee, was granted 4,363 non-qualified stock options on 25 June 2025 under the company’s annual non-employee director equity program. The options carry an exercise price of $16.72 and expire 24 June 2035. Vesting occurs quarterly in four equal tranches—25 September 2025, 25 December 2025, 25 March 2026, and 25 June 2026—resulting in full vesting within one year. Following the grant, Zhou beneficially owns 4,363 derivative securities directly. No sales, exercises, or additional equity transactions were reported. The filing represents routine director compensation and does not indicate changes in ownership of outstanding common shares.