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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Dexterity Surgical, Inc.
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(Name of Issuer)
Common Stock, par value $.001 per share
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(Title of Class of Securities)
531928 10 9
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(CUSIP Number)
Donald Beckman, Esq.
Saul, Ewing, Remick & Saul LLP
Centre Square West
1500 Market Street, 38th Floor
Philadelphia, PA 19102-2186
(215) 972-7777
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 18, 1999
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of
this Schedule 13D, and is filing this schedule because of Rule
13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the
statement [ ].
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for
other parties to whom copies are to be sent.
The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however,
see the Notes).
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CUSIP No. 531928 10 9 13D Page 2 of 6
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only).
Christopher K. Black
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(See Instructions) (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See Instructions)
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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| |
NUMBER OF | 7 | SOLE VOTING POWER
SHARES | | 521,066
BENEFICIALLY |_____|________________________________________________________
OWNED BY | |
EACH | 8 | SHARED VOTING POWER
REPORTING | | 0
PERSON WITH |_____|________________________________________________________
| |
| 9 | SOLE DISPOSITIVE POWER
| | 521,066
|_____|________________________________________________________
| |
| 10 | SHARED DISPOSITIVE POWER
| | 0
_______________|_____|_________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
521,066
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.10%
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14 TYPE OF REPORTING PERSON (See Instructions)
IN
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CUSIP No. 531928 10 9 Page 3 of 6
Item 1. Security and Issuer
(a) Title of Class of Securities
Common stock, $.001 par value per share.
(b) Name and Address of Principal Executive Offices of Issuer
Dexterity Surgical, Inc.
12961 Park Central, Suite 1300
San Antonio, Texas 78216
Item 2. Identity and Background
(a) Name of Reporting Person
Christopher K. Black
(b) Residence or Business Address
The residential address for the reporting person is:
982 Jamie Court
Blue Bell, PA 19422
(c) Present Principal Occupation/Employment and Name, Principal
Business and Address of Organization in Which Such Employment
is Conducted
Principal Occupation: Business Consultant
Name of Employer: Self Employed
Principal Business of Employer: Self Employed
Address of Employer: N/A
(d) Criminal Convictions in the Previous Five Years
None.
(e) Violation of Federal or State Securities Laws
None.
(f) Citizenship
United States
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CUSIP No. 531928 10 9 Page 4 of 6
Item 3. Source and Amount of Funds or Other Consideration
On December 18, 1998, Dexterity Incorporated ("Dexterity") and the
Issuer entered into a Plan of Merger and Acquisition Agreement (the "Merger
Agreement"), whereby Dexterity agreed to merge with and into the Issuer, with
the Issuer being the surviving corporation (the "Merger").
Pursuant to the Merger Agreement, as consideration for the Merger, the
Reporting Person received, among other consideration: 521,066 shares of common
stock of the Issuer and warrants to purchase 260,533 of common stock of the
Issuer at an exercise price of $2.00 per share.
The Merger became effective on March 18, 1999.
Item 4. Purpose of Transaction
The securities acquired in the transaction triggering the filing of
this report were acquired for investment purposes. The reporting person may
acquire additional shares of Common Stock, or may dispose of shares of Common
Stock, based upon his periodic investment decisions. At this time, the reporting
person does not contemplate seeking to effect any other action that would be
required to be disclosed pursuant to this Item 4.
Pursuant to the Merger Agreement, Teleflex Incorporated ("Teleflex"),
was granted the right to appoint two new and additional members to the Board of
Directors of the Issuer. In exercising this right, Teleflex appointed the
Reporting Person to the Board of Directors of the Issuer.
Item 5. Interest in Securities of the Issuer
(a) Amount and Percent Beneficially Owned
The reporting person owns beneficially, 521,066 shares of common stock
of the Issuer, which represents approximately 5.10% of all the outstanding
Common Stock.
(b) Power to Vote and Dispose of Shares
The reporting person has sole voting and despositive power
with respect to all shares it beneficially owns.
(c) Transactions in the Class of Securities
Except as described in Item 3 above, the reporting person did
not engage in any transactions in the common stock of the Issuer during the past
60 days.
(d) Right of Any Other Person(s) to Receive or Power to Direct the
Receipt of Dividends from, or Proceeds from the Sale of, the
Securities
Not applicable.
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CUSIP No. 531928 10 9 Page 5 of 6
(e) Date on Which the Reporting Person Ceased to be Beneficial
Owner of More than 5% of Securities
Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Except as described below, the Reporting Person is not party to any
contracts, arrangements, understandings or relationships with respect to
securities of the Issuer. Pursuant to the Merger Agreement, the Reporting Person
and the Issuer are parties to agreements relating the issuance of warrants as
consideration in the Merger.
Item 7. Material to Be Filed as Exhibits
The Plan of Merger and Acquisition Agreement between Dexterity
Incorporated and Issuer dated December 18, 1998 as filed by the Issuer on
February 18, 1999, as Attachment A to its Definitive Proxy Statement, is hereby
incorporated by reference.
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CUSIP No. 531928 10 9 Page 6 of 6
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
/s/ Christopher K. Black
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Christopher K. Black
Dated: April 9, 1999
