MCINERNEY THOMAS E 4

4 · AGA Medical Holdings, Inc. · Filed Oct 28, 2009

Form 4

Period: 2009-10-26

10% Owner

Transactions

Conversion
Series A Preferred Stock
2009-10-26−6,524→ 0 total(indirect: By WCAS Capital Partners IV, L.P.)
→ Common Stock (1,103,241 underlying)
Conversion
Common Stock
2009-10-26+19,749,603→ 23,913,988 total(indirect: By Welsh, Carson, Anderson & Stowe IX, L.P.)
Conversion
Common Stock
2009-10-26+65,613→ 83,551 total
Conversion
Common Stock
2009-10-26+1,210,197→ 1,210,197 total(indirect: By WCAS Capital Partners IV, L.P.)
Conversion
Series A Preferred Stock
2009-10-26−116,789→ 0 total(indirect: By Welsh, Carson, Anderson & Stowe IX, L.P.)
→ Common Stock (19,749,603 underlying)
Conversion
Series A Preferred Stock
2009-10-26−388→ 0 total
→ Common Stock (65,613 underlying)
Conversion
Series B Preferred Stock
2009-10-26−1,879→ 0 total(indirect: By WCAS Capital Partners IV, L.P.)
→ Common Stock (106,956 underlying)

Footnotes (3)

[F1]Upon consummation of the Issuer's initial public offering, each share of Preferred Stock automatically converted into Common Stock, for no additional consideration. The number of shares of Common Stock received upon conversion of Preferred Stock included shares issued in payment of accrued and unpaid dividends on such Preferred Stock as of the date of conversion.
[F2]Reflects the 7.15 for 1 reverse split of the Common Stock effective concurrently with the conversion of the Preferred Stock.
[F3]The Reporting Person is a managing member of the respective sole general partners of Welsh, Carson, Anderson & Stowe IX, L.P. and WCAS Capital Partners IV, L.P. Pursuant to Instruction (4)(b)(iv) of Form 4, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by each such entity. The Reporting Person disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.

Documents

1 file