Here's the answer to my own question. (Nothing like writing to yourself.)
BENEFICIAL OWNERSHIP OF CERTAIN STOCKHOLDERS
AND EXECUTIVE OFFICERS
The following table sets forth, as of April 16, 1999, certain information with respect to the amount and nature of shares of Common Stock beneficially owned by: (i) each person (other than a person who is also a director and/or a director nominee) who is a beneficial owner of more than 5% of the Company's outstanding stock; (ii) each person (other than a person who is also a director
and/or a director nominee) who is an executive officer named in the Summary Compensation Table below; and (iii) all executive officers and directors as a group. The term "executive officer" is defined as the President, Secretary,
Chief Financial Officer/Treasurer, any vice-president in charge of a principal business function (such as sales, administration or finance), or any other person who performs similar policy making functions for the Company.
Information concerning the amount and nature of beneficial ownership of executive officers who are also directors and/or director nominees are disclosed in the table under that section of this Proxy Statement captioned "Beneficial Ownership of Directors and Director Nominee."
Amount and Nature of
Beneficial Ownership of
Name Identity Common Stock(2)(3) Percentage(2)(3)
------------------------------ ----------------------------------- ------------------------ ------------------
William C. Huddleston(1) Executive officer 211,613(4) 1.5% (4)
Vladimir Feingold(1) Executive officer 203,427(5) 1.4% (5)
Carl M. Manisco(1) Executive officer 153,826(6) 1.1% (6)
Michael J. Lloyd(1) Executive officer 158,069(7) 1.1% (7)
Steven L. Ziemba(1) Executive officer 149,527(8) 1% (8)
Nevis Capital Management, 833,600 5.9% %
Inc.(10)
Robert Fleming, Inc.(11) 761,902 5.4%
Wellington Management Co., 1,332,000 9.51%
LLP(12)
Directors (including nominee)
and executive officers as a group 3,633,620(9) 26% (9)
(10 persons)
______________________________
* Less than 1%.
(1) The business address of each person named is c/o STAAR Surgical Company,
1911 Walker Avenue, Monrovia, CA 91016.
(2) Based on 14,029,810 shares of Common Stock outstanding on the transfer
records as of April 16, 1999.
(3) Calculated pursuant to Rule 13d-3(d)(1) of the Securities Exchange Act of
1934. Under Rule 13d-3(d)(1), shares not outstanding which are subject to
options, warrants, rights or conversion privileges exercisable within 60
days are deemed outstanding for the purpose of calculating the number and
percentage owned by such person, but not deemed outstanding for the purpose
of calculating the percentage owned by each other person listed. The
Company believes that each individual or entity named has sole investment
and voting power with respect to shares of Common Stock indicated as
beneficially owned by them, subject to community property laws, where
applicable, except where otherwise noted.
(4) Includes 13,500 shares issuable upon exercise of options granted in
connection with his current employment agreement.
(5) Includes 84,400 shares issuable upon exercise of: (i) 37,500 incentive
stock options granted under the 1991 Stock Option Plan; and (ii) 46,900
options granted in connection with his current employment agreement.
-7-
(6) Includes 41,143 shares issuable upon exercise of: (i) 12,500 formula
options; (ii) 1,476 options granted under prior plans; (iii) 13,667 options
granted in connection with a prior employment agreement; and (iv) 13,500
options granted in connection with his current employment agreement.
(7) Includes 146,000 shares issuable upon exercise of: (i) 12,500 formula
options and 60,000 incentive stock options granted under the 1991 Stock
Option Plan; (ii) 40,000 options granted in connection with a prior
employment agreement; and (iii) 33,500 options granted in connection with
his current employment agreement.
(8) Includes 116,000 shares issuable upon exercise of: (i) 12,500 formula
options and 65,000 incentive stock options granted under the 1991 Stock
Option Plan; (ii) 5,000 options granted in connection with a prior
employment agreement; and (iii) 33,500 qualified options granted in
connection with his current employment agreement.
(9) Includes an aggregate of 745,543 shares issuable upon exercise of options
and warrants held by directors (including nominee) and executive officers
of the Company.
(10) 1119 St. Paul Street, Baltimore, MD 21202
(11) 320 Park Avenue, 11th and 12th Floor, New York, NY 10022
(12) 75 State Street, Boston, MA 02109 |
