United States
Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No.__)
Surmodics, Inc.
---------------------------------------
(Name of Issuer)
Common Stock, $0.05 par value
---------------------------------------
(Title of Class of Securities)
868873100
---------------------------------------
(CUSIP Number)
December 31, 1999
---------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a
reporting person's initial filing in this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in 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.
<PAGE>
Schedule 13G
CUSIP No. 868873100
1. NAME OF REPORTING PERSON.
Arbor Capital Management, LLC
S.S. or IRS IDENTIFICATION NO. OF ABOVE PERSON.
41-1861772
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.
(a) [ ]
(b) [X] Joint filing pursuant to Rule 13d-1(k)(1)
3. SEC USE ONLY.
4. CITIZENSHIP OR PLACE OF ORGANIZATION.
Minnesota Limited Liability Company
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER.
532,700
6. SHARED VOTING POWER.
0
7. SOLE DISPOSITIVE POWER.
624,400
8. SHARED DISPOSITIVE POWER.
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
624,400
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES.
N/A
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9).
8.41%
12. TYPE OF REPORTING PERSON.
IA
<PAGE>
Schedule 13G
CUSIP No. 868873100
1. NAME OF REPORTING PERSON.
Rick D. Leggott
S.S. or IRS IDENTIFICATION NO. OF ABOVE PERSON.
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.
(a) [ ]
(b) [X] Joint filing pursuant to Rule 13d-1(k)(1)
3. SEC USE ONLY.
4. CITIZENSHIP OR PLACE OF ORGANIZATION.
U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER.
532,700
6. SHARED VOTING POWER.
0
7. SOLE DISPOSITIVE POWER.
624,400
8. SHARED DISPOSITIVE POWER.
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
624,400
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES.
N/A
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9).
8.41%
12. TYPE OF REPORTING PERSON.
IN
<PAGE>
Schedule 13G
CUSIP No. 868873100
ITEM 1(a). NAME OF ISSUER.
Surmodics, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.
9924 West 74th Street
Eden Prairie, Minnesota 55344
ITEM 2(a). NAME OF PERSON FILING.
1) Arbor Capital Management, LLC
2) Rick D. Leggott
Attached as Exhibit 1 is a copy of an agreement between
the persons filing (as specified above) that this
Schedule 13G is being filed on behalf of each of them.
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OF EACH OF
THE PERSONS SPECIFIED IN 2(A) ABOVE:
One Financial Plaza
120 South Sixth Street
Suite 1000
Minneapolis, Minnesota 55402
ITEM 2(c). CITIZENSHIP.
Arbor Capital Management, LLC--Minnesota Limited Liability
Company
Rick D. Leggott--U.S.A.
ITEM 2(d). TITLE OR CLASS OF SECURITIES.
Common Stock, $0.05 par value
ITEM 2(e). CUSIP NUMBER.
868873100
ITEM 3. If this statement is filed pursuant to Sections 13d-1(b) or
13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the
Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(15 U.S.C. 78c);
(c) [ ] Insurance company as defined in Section 3(a)(19) of
the Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under Section 8 of
the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [X]* An investment adviser in accordance
with Section 13d-1(b)(1)(ii)(E);
<PAGE>
(f) [ ] An employee benefit plan or endowment fund in
accordance with Section 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Section 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition
of an investment company;
(j) [ ] Group, in accordance with Section 13d-1(b)(1)(ii)(J).
* Arbor Capital Management, LLC is an investment
adviser registered under Section 203 of the
Investment Advisers Act of 1940. Rick D. Leggott
is the CEO and majority shareholder of Arbor
Capital Management, LLC. (Mr. Leggott is joining
in this filing on Schedule 13G pursuant to Rule
13d-1(k)(1).)
ITEM 4. OWNERSHIP.
Reference is made to Items 5-11 on the cover sheet of
this Schedule 13G.
Arbor Capital Management, LLC has been granted
discretionary dispositive power over its clients'
securities and in some instances has voting power over
such securities. Any and all discretionary authority
which has been delegated to Arbor Capital Management,
LLC may be revoked in whole or in part at any time.
Mr. Leggott is joining in this Schedule 13G and
reporting beneficial ownership of the same securities
beneficially owned by Arbor Capital Management, LLC, as
a result of his position with and stock ownership in
Arbor Capital Management, LLC. See Item 8.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
N/A.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Neither Arbor Capital Management, LLC nor Mr. Leggott
serves as custodian of the assets of any of Arbor
Capital Management's clients; accordingly, in each
instance, only the client or client's custodian or
trustee bank has the right to receive dividends paid
with respect to, and proceeds from the sale of, such
securities.
The ultimate power to direct the receipt of dividends
paid with respect to, and the proceeds from the sale
of, such securities is vested in the clients for which
Arbor Capital Management, LLC serves as investment
adviser. Any and all discretionary authority which has
been delegated to Arbor Capital Management, LLC may be
revoked in whole or in part at any time.
Not more than 5% of the class of such securities is
owned by any one of such clients subject to the
investment advice of Arbor Capital Management, LLC or
its affiliates.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY.
N/A
<PAGE>
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Arbor Capital Management, LLC, a Minnesota limited
liability company, is an investment adviser registered
under Section 203 of the Investment Advisers Act of
1940. Mr. Leggott is CEO of Arbor Capital Management,
LLC and beneficially owns a controlling percentage of
its outstanding voting securities. Mr. Leggott is
joining in this Schedule 13G because, as a result of
his position with and ownership of securities of Arbor
Capital Management, LLC, Mr. Leggott could be deemed to
have voting and/or investment power with respect to the
shares beneficially owned by Arbor Capital Management,
LLC. Neither the filing of this joint Schedule 13G nor
any information contained herein shall be construed as
an admission by Mr. Leggott of his control or power to
influence the control of Arbor Capital Management, LLC.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
N/A
ITEM 10. CERTIFICATION.
By signing below the undersigned (i) certify that, to
the best of their knowledge and belief, the securities
reported herein were acquired in the ordinary course of
business and were not acquired for the purpose of and
do not have the effect of changing or influencing the
control of the issuer of such securities and were not
acquired in connection with or as a participant in any
transaction having such purposes or effect and (ii)
hereby declare and affirm that the filing of this
Schedule 13G shall not be construed as an admission
that either of the reporting persons is the beneficial
owner of the securities reported herein, which
beneficial ownership is hereby expressly denied (except
for such shares, if any, reported herein as
beneficially owned by Arbor Capital Management, LLC,
for its own account or by Mr. Leggott for his
individual account and not as a result of his position
with and ownership of securities of Arbor Capital
Management, LLC).
SIGNATURE.
After reasonable inquiry and to the best of our knowledge
and belief, the undersigned certify that the information set
forth in this statement is true, complete and correct.
Dated as of the 9th day of February, 2000.
/s/ Rick D. Leggott
----------------------------
Rick D. Leggott
Chief Executive Officer
/s/ David D. Deming
---------------------------
David D. Deming
Chief Operations Officer
<PAGE>
Exhibit 1
Joint Filing Agreement
In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, each of the undersigned
hereby agrees to the joint filing with the other reporting
person of a statement on Schedule 13G (including amendments
thereto) with respect to the Common Stock of Surmodics, Inc.
and that this Agreement be included as an Exhibit to such
joint filing.
This Agreement may be executed in any number of counterparts
all of which taken together shall constitute one and the
same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this
Agreement this 9th day of February, 2000.
/s/ Rick D. Leggott
----------------------------
Rick D. Leggott
Chief Executive Officer
/s/ David D. Deming
----------------------------
David D. Deming
Chief Operations Officer
