SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of
Date of Report (Date of earliest event reported): November 30, 2011
Cardiovascular Systems, Inc.
(Exact name of Registrant as Specified in its Charter)
(State or Other Jurisdiction
651 Campus Drive
St. Paul, Minnesota 55112-3495
(Address of Principal Executive Offices
and Zip Code)
(Registrants telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
November 30, 2011, Laurence L. Betterley, the Companys Chief Financial Officer, adopted a pre-arranged trading plan (the Trading Plan) to sell shares of the Companys common stock, with the proceeds of such sales to be
used to pay the required withholding taxes and transaction costs associated with the vesting of restricted stock held by Mr. Betterley. The Trading Plan was designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as
amended, and the Companys policies regarding stock transactions. Under Rule 10b5-1, directors, officers and other persons who are not in possession of material non-public information may adopt a pre-arranged plan or contract for the sale of a
registrants securities under specified conditions and at specified times.
The Trading Plan provides that Mr. Betterley will sell
shares held by him personally over approximately six weeks beginning July 16, 2012. The Trading Plan allows for the sale of an indeterminate number of shares of common stock to cover the required withholding taxes and transaction costs
associated with the vesting of restricted stock held by Mr. Betterley. All shares will be sold under the Trading Plan in the open market at prevailing market prices, subject to vesting restrictions. Mr. Betterley will have no control over
the actual timing of the stock sales under the Trading Plan. Sales pursuant to the Trading Plan are expected to begin as early as July 16, 2012 and will terminate no later than August 27, 2012, unless terminated sooner in accordance with
the Trading Plans terms.
All stock sales under the Trading Plan will be disclosed publicly in accordance with applicable securities
laws, rules and regulations through appropriate filings with the U.S. Securities and Exchange Commission.
The Company does not undertake to
report other Rule 10b5-1 plans that may be adopted by any of its officers or directors in the future, or to report any modifications or termination of any publicly announced plan or to report any plan adopted by an employee who is not an executive
officer, except to the extent required by law.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 1, 2011
|CARDIOVASCULAR SYSTEMS, INC.|
||/s/ Laurence L. Betterley|
Laurence L. Betterley