View:
Download DOC
Download PDF
Download XLS
SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Richard Stark
(Last) (First) (Middle)
14 PLAZA DRIVE
(Street)
LATHAM NY 12110
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/26/2017 		3. Issuer Name and Ticker or Trading Symbol
ANGIODYNAMICS INC [ ANGO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, GM - Oncology
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 647 D
Common Stock 3,436(1) D
Common Stock 4,287(2) D
Common Stock 4,718(3) D
Common Stock 5,345(4) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) 07/27/2017(5) 07/27/2023 Common Stock 12,102 16.59 D
Non-Qualified Stock Option (right to buy) 07/22/2016(6) 07/22/2022 Common Stock 14,704 15.95 D
Non-Qualified Stock Option (right to buy) 07/25/2015(7) 07/25/2021 Common Stock 13,575 14.07 D
Non-Qualified Stock Option (right to buy) 08/06/2014(8) 08/06/2020 Common Stock 17,409 11.92 D
Non-Qualified Stock Option (right to buy) 08/17/2013(9) 08/17/2019 Common Stock 10,000 10.63 D
Performance Right (10) (10) Common Stock 6,872 (10) D
Performance Right (11) (11) Common Stock 5,716 (11) D
Performance Right (12) (12) Common Stock 6,291 (12) D
Explanation of Responses:
1. This grant of 3,436 shares of common stock ("Common Stock") of AngioDynamics, Inc. (the "Company"), represents 3,436 restricted stock units, each of which represents a contingent right to receive one share of Common Stock. These restricted stock units vest in four equal annual installments beginning on July 27, 2017, such that 25% of the restricted stock units will vest on each of July 27, 2017, 2018, 2019 and 2020.
2. This grant of 4,287 shares of Common Stock, represents 4,287 restricted stock units, each of which represents a contingent right to receive one share of Common Stock. These restricted stock units vest in four equal annual installments beginning on July 22, 2016, such that 25% of the restricted stock units vested on July 22, 2016 and 25% of the restricted stock units will vest on each of July 22, 2017, 2018 and 2019. 3,216 restricted stock units remain unvested.
3. This grant of 4,718 shares of Common Stock, represents 4,718 restricted stock units, each of which represents a contingent right to receive one share of Common Stock. These restricted stock units vest in four equal annual installments beginning on July 25, 2015, such that 25% of the restricted stock units vested on July 25, 2015 and July 25, 2016 and 25% of the restricted stock units will vest on July 25, 2017 and July 25, 2018. 2,360 restricted stock units remain unvested.
4. This grant of 5,345 shares of Common Stock, represents 5,345 restricted stock units, each of which represents a contingent right to receive one share of Common Stock. These restricted stock units vest in four equal annual installments beginning on August 6, 2014, such that 25% of the restricted stock units vested on August 6, 2014, August 6, 2015 and August 6, 2016 and 25% of the restricted stock units will vest on August 6, 2017. 1,337 restricted stock units remain unvested.
5. These stock options vest in four equal annual installments beginning on July 27, 2017, such that 25% of the options will vest on each of July 27, 2017, 2018, 2019 and 2020.
6. These stock options vest in four equal annual installments beginning on July 22, 2016, such that 25% of the options vested on July 22, 2016 and 25% of the options will vest on each of July 22, 2017, 2018 and 2019.
7. These stock options vest in four equal annual installments beginning on July 25, 2015, such that 25% of the options vested on July 25, 2015 and July 25, 2016 and 25% of the options will vest on July 25, 2017 and July 25, 2018.
8. These stock options vest in four equal annual installments beginning on August 6, 2014, such that 25% of the options vested on August 6, 2014, August 6, 2015 and August 6, 2016 and 25% of the options will vest on August 6, 2017.
9. These stock options vest in four equal annual installments beginning on August 17, 2013, such that 25% of the options vested on each of August 17, 2013, 2014, 2015 and 2016.
10. Each performance right represents a contingent right to receive one share of Common Stock. The target number of shares of Common Stock is set forth in column 3 of Table II. Between 0% and 200% of the target number will be earned based on total shareholder return relative to a peer group of companies over a three-year performance period covering the Company's fiscal years 2017, 2018 and 2019. Any shares that do not vest at the end of the performance period will be forfeited.
11. Each performance right represents a contingent right to receive one share of Common Stock. The target number of shares of Common Stock is set forth in column 3 of Table II. Between 0% and 200% of the target number will be earned based on total shareholder return relative to a peer group of companies over a three-year performance period covering the Company's fiscal years 2016, 2017 and 2018. Any shares that do not vest at the end of the performance period will be forfeited.
12. Each performance right represents a contingent right to receive one share of Common Stock. The target number of shares of Common Stock is set forth in column 3 of Table II. Between 0% and 200% of the target number will be earned based on total shareholder return relative to a peer group of companies over a three-year performance period covering the Company's fiscal years 2015, 2016 and 2017. Any shares that do not vest at the end of the performance period will be forfeited.
Remarks:
Exhibit List: Exhibit 24.1 - Power of Attorney
/s/ Stephen A. Trowbridge, Attorney in Fact 06/02/2017
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

 
POWER OF ATTORNEY
 
Know all by these presents, that the undersigned hereby constitutes and appoints each of Stephen A. Trowbridge and Michael C. Greiner, or either of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:
 
(1)
prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;
 
(2)
execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of AngioDynamics, Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
 
(3)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and
 
(4)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1st day of June, 2017.
 
 
 
 
 /s/ Richard Stark   
    Signature  
       
       
       
     Richard Stark  
     Print Name