SEC Form 4 · accession 0001437749-16-036481

TACTILE SYSTEMS TECHNOLOGY INC · TCMD

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Zubeen Shroff

Director

Period of report

Aug 2, 2016

Accepted (ET)

Aug 4, 2016 · 4:31 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001027838

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Aug 2, 2016	C	2,742,337	—	A	2,742,337	I	See footnote
Common Stock^F3,F4	Aug 2, 2016	C	2,001,296	—	A	2,001,296	I	See footnote
Common Stock	holding	—	—		—	5,000	D
Common Stock^F5	holding	—	—		—	62,055	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series A Preferred Stock^F1,F7,F8,F6	—	Aug 2, 2016	C	1,942,336	D	—	—	Common Stock	1,942,336	0	I
Series B Preferred Stock^F3,F10,F8,F9	—	Aug 2, 2016	C	1,156,467	D	—	—	Common Stock	1,156,467	0	I

Explanation of responses

F1Each share of Series A Preferred Stock was convertible at any time at the option of the holder, and converted automatically into shares of the Issuer's Common Stock on a one for 1.027 basis in connection with the closing of the Issuer's initial public offering. In addition, the holder was entitled to receive additional shares of common stock equal to the original purchase price per share ($4.2301) divided by the price to the public of the shares of common stock issued in the Issuer's initial public offering.
F10Included 1,065,482 shares held of record by Galen V and 90,985 shares held of record by Galen International V.
F2Includes 2,526,585 shares held of record by Galen Partners V, L.P. ("Galen V"), and 215,752 shares held of record by Galen Partners International V, L.P. ("Galen International V").
F3Each share of Series B Preferred Stock was convertible at any time at the option of the holder, and converted automatically into shares of the Issuer's Common Stock on a one-for one basis in connection with the closing of the Issuer's initial public offering. In addition, the holder was entitled to receive additional shares of common stock equal to the original purchase price per share ($3.8048) divided by the price to the public of the shares of common stock issued in the Issuer's initial public offering and these shares accrued a dividend that was payable-in-kind in shares of the Issuer's common stock.
F4Includes 1,843,845 shares held of record by Galen V and 157,451 shares held of record by Galen International V.
F5The shares are held of record by Galen Management, LLC ("Galen Management").
F6The securities did not have an expiration date. The securities converted automatically into shares of the Issuer's Common Stock in connection with the closing of the Issuer's initial public offering.
F7Included 1,789,523 shares held of record by Galen Partners V, L.P. ("Galen V"), and 152,813 shares held of record by Galen Partners International V, L.P. ("Galen International V").
F8Galen Partners V, L.L.C. serves as the sole general partner of Galen V and Galen International V and has sole voting and investment control over the shares held by such funds and may be deemed to beneficially own the shares held by such funds. Each of the Reporting Person disclaims beneficial ownership of the shares reported herein, except to the extent of its respective pecuniary interest therein.
F9The securities did not have an expiration date. The securities converted automatically into shares of the Issuer's Common Stock on a one-for-one basis in connection with the closing of the Issuer's initial public offering.