Form 4: Surmodics Executive Cashes Out Post-Merger

Gordon S. Weber, Surmodics' Sr. VP of Legal, GC and Sec., disposed of all common stock and options following the company's merger into BCE Parent, LLC.

Summary

• Gordon S. Weber, Sr. VP of Legal, GC and Sec. of Surmodics Inc. (SRDX), reported the disposition of his beneficial ownership.
• The transaction date for the reported changes was November 19, 2025.
• The changes occurred pursuant to a Merger Agreement dated May 28, 2024, where BCE Merger Sub, Inc. merged with Surmodics, Inc., resulting in Surmodics becoming a wholly-owned subsidiary of BCE Parent, LLC.
• Each share of Surmodics common stock outstanding immediately prior to the merger was automatically cancelled and converted into the right to receive $43.00 per share in cash.
• Mr. Weber disposed of 21,040 shares of common stock as a result of the merger.
• All outstanding restricted stock units (RSUs) held by Mr. Weber vested immediately prior to the merger and were converted into the $43.00 per share cash consideration.
• All unexercised employee stock options were cancelled and converted into a cash payment equal to the product of the aggregate number of shares subject to the option multiplied by the excess, if any, of the $43.00 merger consideration over the option's exercise price.
• Following these transactions, Mr. Weber no longer beneficially owns, directly or indirectly, any shares of Surmodics Inc. common stock.

Sentiment

Score: 5

Explanation: The filing is a factual report of an insider's disposition of securities following a completed merger where Surmodics Inc. was acquired for cash. It reflects the completion of a corporate action rather than ongoing operational performance or future prospects of a public entity.

Positives

• The reporting person received a cash payment of $43.00 per share for all common stock and vested restricted stock units.
• In-the-money employee stock options were converted into cash payments, providing liquidity to the reporting person.

Negatives

• Surmodics Inc. ceased to be an independent publicly traded company, becoming a wholly-owned subsidiary of BCE Parent, LLC.

Risks

• NA

Future Outlook

NA

Industry Context

The filing details a specific corporate acquisition, which is a common event in the healthcare and medical device industries, reflecting consolidation trends where larger entities acquire specialized companies.

Comparison to Industry Standards

• NA

Stakeholder Impact

• Shareholders: Received $43.00 per share in cash for their common stock as part of the merger consideration.
• Employees (including the reporting person): Received cash for vested restricted stock units and in-the-money stock options, providing liquidity for their equity holdings.

Next Steps

• NA

Key Dates

Keywords

Surmodics, SRDX, Merger, Form 4, Insider Transaction, Stock Options, Restricted Stock Units, Cash Out, BCE Parent LLC, Gordon S. Weber