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SECURITIES AND EXCHANGE COMMISSION
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Washington, DC 20549
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SCHEDULE 13D
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Under the Securities Exchange Act
of 1934
(Amendment No. 1)*
(Name of Issuer)
Common
stock, par value $0.001 per share
(Title of Class of
Securities)
(CUSIP Number)
Daniel
K. Turner III
3000
Sand Hill Road
Building
1, Suite 260
Menlo
Park, CA 94025-7073
(650)
234-1200
(Name, Address and
Telephone Number of Person
Authorized to Receive Notices and Communications)
(Date of Event Which
Requires Filing of this Statement)
If the filing person has previously filed a statement
on Schedule 13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box.
o
Note
: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
*
The remainder of this cover page shall be
filled out for a reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover page.
The information required on 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 (however, see the Notes).
CUSIP No.
560879108
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1.
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Name of Reporting Persons
Montreux Equity Partners IV, L.P.
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
(1)
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3.
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SEC Use Only
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4.
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Source of Funds (See
Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
California, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
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8.
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Shared Voting Power
2,184,096 (2)
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9.
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Sole Dispositive Power
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10.
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Shared Dispositive Power
2,184,096 (2)
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11.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
2,184,096 (2)
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12.
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Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented
by Amount in Row 11
6.5% (3)
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14.
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Type of Reporting Person
(See Instructions)
PN
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(1) This Amendment No. 1 to Schedule 13D is
filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability
company (MEM IV) John Savarese M.D. (Savarese), Manish Chapekar
(Chapekar), Howard D. Palefsky (Palefsky) and Daniel K. Turner III
(Turner and together with MEP IV, MA IV and MEM IV, Savarese, Chapekar and
Palefsky, collectively, the Reporting Persons). The Reporting Persons expressly disclaim
status as a group for purposes of this Schedule 13D.
(2) Includes (i) 1,720,669 shares held by
MEP IV; (ii) fully exercisable warrants to purchase 420,157 shares held by
MEP IV; (iii) fully exercisable warrants to purchase 29,676 shares held by
MA IV; (iv) 2,719 shares held by Savarese; (v) 2,719 shares held by
Chapekar; (vi) 3,806 shares held by Palefsky; and (vii) 4,350 shares
held by Turner. MEM IV serves as the
sole general partner of MEP IV and the manager of MA IV. Savarese, Chapekar, Palefsky and Turner are
directors and/or members of MEM IV with voting and dispositive powers over the
shares held by MEP IV and MA IV; however, they disclaim beneficial ownership of
the shares held by MEP IV and MA IV except to the extent of their respective
pecuniary interests therein.
(3) This percentage is calculated based upon 33,767,675 shares of
Common Stock outstanding (as of April 29, 2010) as set forth in the
Issuers most recent Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on May 7, 2010.
2
CUSIP No.
560879108
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1.
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Name of Reporting Persons
Montreux IV Associates, LLC
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
(1)
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3.
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SEC Use Only
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4.
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Source of Funds (See
Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
California, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
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8.
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Shared Voting Power
2,184,096 (2)
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9.
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Sole Dispositive Power
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10.
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Shared Dispositive Power
2,184,096 (2)
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11.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
2,184,096 (2)
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12.
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Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class
Represented by Amount in Row 11
6.5% (3)
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14.
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Type of Reporting Person
(See Instructions)
OO
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(1) This Amendment No. 1 to Schedule 13D is
filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability
company (MEM IV) John Savarese M.D. (Savarese), Manish Chapekar
(Chapekar), Howard D. Palefsky (Palefsky) and Daniel K. Turner III
(Turner and together with MEP IV, MA IV and MEM IV, Savarese, Chapekar and
Palefsky, collectively, the Reporting Persons). The Reporting Persons expressly disclaim
status as a group for purposes of this Schedule 13D.
(2) Includes (i) 1,720,669 shares held by
MEP IV; (ii) fully exercisable warrants to purchase 420,157 shares held by
MEP IV; (iii) fully exercisable warrants to purchase 29,676 shares held by
MA IV; (iv) 2,719 shares held by Savarese; (v) 2,719 shares held by
Chapekar; (vi) 3,806 shares held by Palefsky; and (vii) 4,350 shares
held by Turner. MEM IV serves as the
sole general partner of MEP IV and the manager of MA IV. Savarese, Chapekar, Palefsky and Turner are
directors and/or members of MEM IV with voting and dispositive powers over the
shares held by MEP IV and MA IV; however, they disclaim beneficial ownership of
the shares held by MEP IV and MA IV except to the extent of their respective
pecuniary interests therein.
(3) This percentage is calculated based upon 33,767,675 shares of
Common Stock outstanding (as of April 29, 2010) as set forth in the
Issuers most recent Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on May 7, 2010.
3
CUSIP No.
560879108
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1.
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Name of Reporting Persons
Montreux Equity Management IV, LLC
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
(1)
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3.
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SEC Use Only
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4.
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Source of Funds (See
Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
California, United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
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8.
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Shared Voting Power
2,184,096 (2)
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9.
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Sole Dispositive Power
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10.
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Shared Dispositive Power
2,184,096 (2)
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11.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
2,184,096 (2)
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12.
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Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented
by Amount in Row 11
6.5% (3)
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14.
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Type of Reporting Person
(See Instructions)
OO
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(1) This Amendment No. 1 to Schedule 13D is
filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability
company (MEM IV) John Savarese M.D. (Savarese), Manish Chapekar (Chapekar),
Howard D. Palefsky (Palefsky) and Daniel K. Turner III (Turner and together
with MEP IV, MA IV and MEM IV, Savarese, Chapekar and Palefsky, collectively,
the Reporting Persons). The Reporting
Persons expressly disclaim status as a group for purposes of this Schedule
13D.
(2) Includes (i) 1,720,669 shares held by
MEP IV; (ii) fully exercisable warrants to purchase 420,157 shares held by
MEP IV; (iii) fully exercisable warrants to purchase 29,676 shares held by
MA IV; (iv) 2,719 shares held by Savarese; (v) 2,719 shares held by
Chapekar; (vi) 3,806 shares held by Palefsky; and (vii) 4,350 shares
held by Turner. MEM IV serves as the
sole general partner of MEP IV and the manager of MA IV. Savarese, Chapekar, Palefsky and Turner are
directors and/or members of MEM IV with voting and dispositive powers over the
shares held by MEP IV and MA IV; however, they disclaim beneficial ownership of
the shares held by MEP IV and MA IV except to the extent of their respective
pecuniary interests therein.
(3) This percentage is calculated based upon 33,767,675 shares of
Common Stock outstanding (as of April 29, 2010) as set forth in the
Issuers most recent Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on May 7, 2010.
4
CUSIP No.
560879108
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1.
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Name of Reporting Persons
John Savarese
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
(1)
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3.
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SEC Use Only
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4.
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Source of Funds (See
Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
United States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
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8.
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Shared Voting Power
2,184,096 (2)
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9.
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Sole Dispositive Power
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10.
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Shared Dispositive Power
2,184,096 (2)
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11.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
2,184,096 (2)
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12.
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Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented
by Amount in Row 11
6.5% (3)
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14.
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Type of Reporting Person
(See Instructions)
IN
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(1) This Amendment No. 1 to Schedule 13D is
filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability
company (MEM IV) John Savarese M.D. (Savarese), Manish Chapekar
(Chapekar), Howard D. Palefsky (Palefsky) and Daniel K. Turner III
(Turner and together with MEP IV, MA IV and MEM IV, Savarese, Chapekar and
Palefsky, collectively, the Reporting Persons). The Reporting Persons expressly disclaim
status as a group for purposes of this Schedule 13D.
(2) Includes (i) 1,720,669 shares held by
MEP IV; (ii) fully exercisable warrants to purchase 420,157 shares held by
MEP IV; (iii) fully exercisable warrants to purchase 29,676 shares held by
MA IV; (iv) 2,719 shares held by Savarese; (v) 2,719 shares held by
Chapekar; (vi) 3,806 shares held by Palefsky; and (vii) 4,350 shares
held by Turner. MEM IV serves as the
sole general partner of MEP IV and the manager of MA IV. Savarese, Chapekar, Palefsky and Turner are
directors and/or members of MEM IV with voting and dispositive powers over the
shares held by MEP IV and MA IV; however, they disclaim beneficial ownership of
the shares held by MEP IV and MA IV except to the extent of their respective
pecuniary interests therein.
(3) This percentage is calculated based upon
33,767,675 shares of Common Stock outstanding (as of April 29, 2010) as
set forth in the Issuers most recent Quarterly Report on Form 10-Q filed
with the Securities and Exchange Commission on May 7, 2010.
5
CUSIP No.
560879108
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1.
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Name of Reporting Persons
Howard D. Palefsky
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
(1)
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3.
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SEC Use Only
|
|
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4.
|
Source of Funds (See
Instructions)
WC
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|
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5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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|
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6.
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Citizenship or Place of Organization
United States
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
2,184,096 (2)
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9.
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Sole Dispositive Power
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10.
|
Shared Dispositive Power
2,184,096 (2)
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|
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11.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,184,096 (2)
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|
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12.
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Check if the Aggregate Amount
in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
|
Percent of Class Represented
by Amount in Row 11
6.5% (3)
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14.
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Type of Reporting Person
(See Instructions)
IN
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(1) This Amendment No. 1 to Schedule 13D is
filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability
company (MEM IV) John Savarese M.D. (Savarese), Manish Chapekar
(Chapekar), Howard D. Palefsky (Palefsky) and Daniel K. Turner III
(Turner and together with MEP IV, MA IV and MEM IV, Savarese, Chapekar and
Palefsky, collectively, the Reporting Persons). The Reporting Persons expressly disclaim
status as a group for purposes of this Schedule 13D.
(2) Includes (i) 1,720,669 shares held by
MEP IV; (ii) fully exercisable warrants to purchase 420,157 shares held by
MEP IV; (iii) fully exercisable warrants to purchase 29,676 shares held by
MA IV; (iv) 2,719 shares held by Savarese; (v) 2,719 shares held by
Chapekar; (vi) 3,806 shares held by Palefsky; and (vii) 4,350 shares
held by Turner. MEM IV serves as the
sole general partner of MEP IV and the manager of MA IV. Savarese, Chapekar, Palefsky and Turner are
directors and/or members of MEM IV with voting and dispositive powers over the
shares held by MEP IV and MA IV; however, they disclaim beneficial ownership of
the shares held by MEP IV and MA IV except to the extent of their respective
pecuniary interests therein.
(3) This percentage is calculated based upon 33,767,675 shares of
Common Stock outstanding (as of April 29, 2010) as set forth in the
Issuers most recent Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on May 7, 2010.
6
CUSIP No.
560879108
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1.
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Name of Reporting Persons
Manish Chapekar
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
(1)
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3.
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SEC Use Only
|
|
|
4.
|
Source of Funds (See
Instructions)
WC
|
|
|
5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
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|
|
6.
|
Citizenship or Place of Organization
United States
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
2,184,096 (2)
|
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9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
2,184,096 (2)
|
|
|
11.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
2,184,096 (2)
|
|
|
12.
|
Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
|
|
|
13.
|
Percent of Class Represented
by Amount in Row 11
6.5% (3)
|
|
|
14.
|
Type of Reporting Person
(See Instructions)
IN
|
|
|
|
|
|
|
(1) This Amendment No. 1 to Schedule 13D is
filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability company
(MEM IV) John Savarese M.D. (Savarese), Manish Chapekar (Chapekar),
Howard D. Palefsky (Palefsky) and Daniel K. Turner III (Turner and together
with MEP IV, MA IV and MEM IV, Savarese, Chapekar and Palefsky, collectively,
the Reporting Persons). The Reporting
Persons expressly disclaim status as a group for purposes of this Schedule
13D.
(2) Includes (i) 1,720,669 shares held by
MEP IV; (ii) fully exercisable warrants to purchase 420,157 shares held by
MEP IV; (iii) fully exercisable warrants to purchase 29,676 shares held by
MA IV; (iv) 2,719 shares held by Savarese; (v) 2,719 shares held by
Chapekar; (vi) 3,806 shares held by Palefsky; and (vii) 4,350 shares
held by Turner. MEM IV serves as the
sole general partner of MEP IV and the manager of MA IV. Savarese, Chapekar, Palefsky and Turner are
directors and/or members of MEM IV with voting and dispositive powers over the
shares held by MEP IV and MA IV; however, they disclaim beneficial ownership of
the shares held by MEP IV and MA IV except to the extent of their respective
pecuniary interests therein.
(3) This percentage is calculated based upon
33,767,675 shares of Common Stock outstanding (as of April 29, 2010) as
set forth in the Issuers most recent Quarterly Report on Form 10-Q filed
with the Securities and Exchange Commission on May 7, 2010.
7
CUSIP No.
560879108
|
|
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1.
|
Name of Reporting Persons
Daniel K. Turner, III
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|
|
2.
|
Check the Appropriate Box
if a Member of a Group (See Instructions)
|
|
|
(a)
|
o
|
|
|
(b)
|
x
(1)
|
|
|
3.
|
SEC Use Only
|
|
|
4.
|
Source of Funds (See
Instructions)
WC
|
|
|
5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
6.
|
Citizenship or Place of Organization
United States
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
2,184,096 (2)
|
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shared Dispositive Power
2,184,096 (2)
|
|
|
11.
|
Aggregate Amount Beneficially
Owned by Each Reporting Person
2,184,096 (2)
|
|
|
12.
|
Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
|
|
|
13.
|
Percent of Class Represented
by Amount in Row 11
6.5% (3)
|
|
|
14.
|
Type of Reporting Person
(See Instructions)
IN
|
|
|
|
|
|
|
(1) This Amendment No. 1 to Schedule 13D is
filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability
company (MEM IV) John Savarese M.D. (Savarese), Manish Chapekar
(Chapekar), Howard D. Palefsky (Palefsky) and Daniel K. Turner III
(Turner and together with MEP IV, MA IV and MEM IV, Savarese, Chapekar and
Palefsky, collectively, the Reporting Persons). The Reporting Persons expressly disclaim
status as a group for purposes of this Schedule 13D.
(2) Includes (i) 1,720,669 shares held by
MEP IV; (ii) fully exercisable warrants to purchase 420,157 shares held by
MEP IV; (iii) fully exercisable warrants to purchase 29,676 shares held by
MA IV; (iv) 2,719 shares held by Savarese; (v) 2,719 shares held by
Chapekar; (vi) 3,806 shares held by Palefsky; and (vii) 4,350 shares
held by Turner. MEM IV serves as the
sole general partner of MEP IV and the manager of MA IV. Savarese, Chapekar, Palefsky and Turner are
directors and/or members of MEM IV with voting and dispositive powers over the
shares held by MEP IV and MA IV; however, they disclaim beneficial ownership of
the shares held by MEP IV and MA IV except to the extent of their respective
pecuniary interests therein.
(3) This percentage is calculated based upon 33,767,675 shares of
Common Stock outstanding (as of April 29, 2010) as set forth in the Issuers
most recent Quarterly Report on Form 10-Q filed with the Securities and
Exchange Commission on May 7, 2010.
8
Item 1.
Security and Issuer.
(a)
This Amendment No. 1 to Schedule 13D
is filed on behalf of the Reporting Persons, in respect of shares of Common
Stock, par value $0.001 per share (Common Stock), of MAKO Surgical Corp. (the
Issuer).
(b)
The principal executive office of the
Issuer is located at 2555 Davie Road, Fort Lauderdale, Florida 33317.
Item 2.
Identity and Background.
(a)
This Amendment No. 1 to Schedule 13D
is filed by Montreux Equity Partners IV, L.P., a California limited partnership
(MEP IV), Montreux IV Associates, LLC, a California limited liability company
(MA IV), Montreux Equity Management IV, LLC, a California limited liability
company (MEM IV) John Savarese M.D. (Savarese), Manish Chapekar
(Chapekar), Howard D. Palefsky (Palefsky) and Daniel K. Turner III
(Turner and together with MEP IV, MA IV and MEM IV, Savarese, Chapekar and
Palefsky, collectively, the Reporting Persons). The Reporting Persons expressly disclaim
status as a group for purposes of this Schedule 13D.
(b)
The address of the principal place of
business of the Reporting Persons is 3000 Sand Hill Road, Building 1, Suite 260,
Menlo Park, California 94025.
(c)
The principal business of the Reporting
Persons is venture capital investment.
(d)
During the last five years, none of the
Listed Persons (as defined below), to the knowledge of the Reporting Persons,
has been convicted in any criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e)
During the last five years, none of the
Listed Persons (as defined below), to the knowledge of the Reporting Persons,
has been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to
a judgment, decree, or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f)
MEP IV is a California limited
partnership. MA IV is a California limited
liability company. MEM IV is a
California limited liability company.
Savarese is a citizen of the United States of America. Chapekar is a citizen of the United States of
America. Palefsky is a citizen of the
United States of America. Turner is a
citizen of the United States of America.
In accordance with the
provisions of General Instruction C to Schedule 13D, information concerning the
managers and each other person controlling MEM IV, the general partner of MEP
IV and manager of MA IV (the Listed Persons), required by Item 2 of Schedule
13D is listed on Schedule I hereto and is incorporated by reference herein.
Item 3.
Source and Amount of Funds or
Other Consideration.
Item 3 of the
Schedule 13D is hereby amended to add the following:
As further described in
Item 4 below, 632,000 shares of Common Stock were purchased by MEP IV for
an aggregate consideration of $4,582,000 of its working capital. MEP IV received the funds through
contributions of capital from its respective partners (general and
limited). No part of any purchase by the
aforementioned entities was financed with borrowed funds.
9
Item 4.
Purpose of Transaction.
Item 4 of the
Schedule 13D is hereby amended to add the following:
On August 19, 2009,
MEP IV purchased 632,000 shares of Common Stock at a price of $7.25 per share
pursuant to an underwritten follow-on offering under a Purchase Agreement dated August 14, 2009, by and between the Issuer
and Piper Jaffray & Co., as representative of the several
underwriters named therein. MEP IV
agreed to purchase such shares for investment purposes with the aim of
increasing the value of their investments in the issuer.
On May 18, 2010, MEP
IV distributed 535,207 shares of Common Stock on a pro rata basis to its
general and limited partners. As part of
this distribution: (i) Savarese received 2,719 shares of Common Stock; (ii) Chapekar
received 2,719 shares of Common Stock; (iii) Palefsky received 3,806
shares of Common Stock; and (iv) Turner received 4,350 shares of Common
Stock. Additionally, on the same date,
MA IV distributed 114,695 shares of Common Stock on a pro rata basis to its
members. MEP IV and MA IV agreed to
distribute the shares in order to provide liquidity to their general and
limited partners and members, respectively.
10
Item 5.
Interest in Securities of the
Issuer.
(a)-(b) The
following information with respect to the ownership of the Common Stock of the
Issuer by the persons filing this statement on this Amendment No. 1 to
Schedule 13D is provided as of May 18, 2010:
Reporting Persons
|
|
Shares
Held
Directly
|
|
Warrants
Held
Directly
|
|
Sole
Voting
Power
|
|
Shared
Voting
Power (1)
|
|
Sole
Dispositive
Power
|
|
Shared
Dispositive
Power (1)
|
|
Beneficial
Ownership
|
|
Percentage
of Class (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MEP IV
|
|
1,720,669
|
|
420,157
|
|
0
|
|
2,184,096
|
|
0
|
|
2,184,096
|
|
2,184,096
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MA IV
|
|
0
|
|
29,676
|
|
0
|
|
2,184,096
|
|
0
|
|
2,184,096
|
|
2,184,096
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MEM IV
|
|
|
|
0
|
|
0
|
|
2,184,096
|
|
0
|
|
2,184,096
|
|
2,184,096
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Savarese
|
|
2,719
|
|
0
|
|
0
|
|
2,184,096
|
|
0
|
|
2,184,096
|
|
2,184,096
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chapekar
|
|
2,719
|
|
0
|
|
0
|
|
2,184,096
|
|
0
|
|
2,184,096
|
|
2,184,096
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Palefsky
|
|
3,806
|
|
0
|
|
0
|
|
2,184,096
|
|
0
|
|
2,184,096
|
|
2,184,096
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Turner
|
|
4,350
|
|
0
|
|
0
|
|
2,184,096
|
|
0
|
|
2,184,096
|
|
2,184,096
|
|
6.5
|
%
|
(1) MEM IV serves as
the sole general partner of MEP IV and the manager of MA IV. MEM IV
shares power to vote and dispose of the shares held by MEP IV. Savarese, Chapekar, Palefsky and Turner serve
as managers of MEM IV and may be deemed to share power to vote and dispose of
the shares held by MEP IV and MA IV; however, Savarese, Chapekar, Palefsky and
Turner disclaim beneficial ownership of the shares held by MEP IV and MA IV,
except to the extent of their respective pecuniary interests therein.
(2) This percentage
is calculated based upon 33,767,675 shares of Common Stock outstanding (as of April 29,
2010) as set forth in the Issuers most recent Quarterly Report on Form 10-Q
filed with the Securities and Exchange Commission on May 7, 2010.
11
Item 6.
Contracts, Arrangements,
Understandings or Relationships with Respect to Securities of the Issuer.
The information provided
and incorporated by reference in Items 3, 4 and 5 is hereby incorporated by
reference.
Other than as described
in this Amendment No. 1 to Schedule 13D, to the best of the Reporting
Persons knowledge, there are no other contracts, arrangements, understandings
or relationships (legal or otherwise) among the persons named in Item 2 and
between such persons and any person with respect to any securities of the
Issuer.
Item 7.
Material to be Filed as Exhibits.
Exhibit A: Purchase Agreement, dated August 14,
2009, by and between the Issuer and Piper Jaffray & Co., as
representative of the several underwriters named therein. (Incorporated by
reference to Exhibit 1.1 to the Issuers Form 8-K filed on August 17,
2009 (SEC File No. 001-33966)).
Exhibit B: Agreement regarding filing of joint Schedule
13D.
12
SIGNATURES
After reasonable inquiry
and to the best of my knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
Dated:
May 20, 2010
|
|
|
|
|
MONTREUX
EQUITY PARTNERS IV, L.P.
|
|
|
|
|
By:
|
Montreux Equity
Management IV, LLC
|
|
Its:
|
General Partner
|
|
|
|
|
By:
|
/s/ Daniel K. Turner
III
|
|
|
|
|
Name:
|
Daniel K. Turner III
|
|
|
Manager
|
|
|
|
|
MONTREUX
IV ASSOCIATES, LLC.
|
|
|
|
|
By:
|
Montreux Equity
Management IV, LLC
|
|
Its:
|
Manager
|
|
|
|
|
By:
|
/s/ Daniel K. Turner
III
|
|
|
|
|
Name:
|
Daniel K. Turner III
|
|
|
Manager
|
|
|
|
|
MONTREUX
EQUITY MANAGEMENT IV, LLC
|
|
|
|
|
By:
|
/s/ Daniel K. Turner
III
|
|
|
|
|
Name:
|
Daniel K. Turner III
|
|
|
Manager
|
|
|
|
|
|
|
|
|
/s/ John Savarese
|
|
John
Savarese
|
|
|
|
|
|
|
|
|
/s/ Manish Chapekar
|
|
Manish
Chapekar
|
|
|
|
|
|
|
|
|
/s/ Howard D. Palefsky
|
|
Howard
D. Palefsky
|
|
|
|
|
|
|
|
|
/s/ Daniel K. Turner
III
|
|
Daniel
K. Turner III
|
|
The original statement
shall be signed by each person on whose behalf the statement is filed or his
authorized representative. If the statement is signed on behalf of a person by
his authorized representative (other than an executive officer or general
partner of the filing person), evidence of the representatives authority to
sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney
for this
13
purpose which is already
on file with the Commission may be incorporated by reference. The name and any
title of each person who signs the statement shall be typed or printed beneath
his signature.
|
ATTENTION:
|
|
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations
(See 18 U.S.C. 1001)
|
14
SCHEDULE I
John Savarese
c/o Montreux Ventures Partners
3000 Sand Hill Road
Building 1, Suite 260
Menlo Park, CA 94025-7073
Principal Occupation: Principal of venture capital investment
partnerships
Citizenship:
United States of America
Manish Chapekar
c/o Montreux Ventures Partners
3000 Sand Hill Road
Building 1, Suite 260
Menlo Park, CA 94025-7073
Principal Occupation: Principal of venture capital investment
partnerships
Citizenship:
United States of America
Howard D. Palefsky
c/o Montreux Ventures Partners
3000 Sand Hill Road
Building 1, Suite 260
Menlo Park, CA 94025-7073
Principal Occupation: Principal of venture capital investment
partnerships
Citizenship:
United States of America
Daniel K. Turner III
c/o Montreux Ventures Partners
3000 Sand Hill Road
Building 1, Suite 260
Menlo Park, CA 94025-7073
Principal Occupation: Principal of venture capital investment partnerships
Citizenship:
United States of America
15
EXHIBIT INDEX
Exhibit A: Purchase Agreement, dated August 14,
2009, by and between the Issuer and Piper Jaffray & Co., as
representative of the several underwriters named therein. (Incorporated by
reference to Exhibit 1.1 to the Issuers Form 8-K filed on August 17,
2009 (SEC File No. 001-33966)).
Exhibit B: Agreement regarding filing of joint Schedule
13D.
16
Exhibit B
JOINT FILING STATEMENT
I, the undersigned,
hereby express my agreement that the attached Amendment No. 1 to Schedule
13D (and any amendments thereto) relating to the common stock of MAKO Surgical
Corp. is filed on behalf of each of the undersigned.
Dated:
May 20, 2010
|
|
|
|
|
MONTREUX
EQUITY PARTNERS IV, L.P.
|
|
|
|
|
By:
|
Montreux Equity
Management IV, LLC
|
|
Its:
|
General Partner
|
|
|
|
|
By:
|
/s/ Daniel K. Turner
III
|
|
|
|
|
Name:
|
Daniel K. Turner III
|
|
|
Manager
|
|
|
|
|
MONTREUX
IV ASSOCIATES, LLC.
|
|
|
|
|
By:
|
Montreux Equity
Management IV, LLC
|
|
Its:
|
Manager
|
|
|
|
|
By:
|
/s/ Daniel K. Turner
III
|
|
|
|
|
Name:
|
Daniel K. Turner III
|
|
|
Manager
|
|
|
|
|
MONTREUX
EQUITY MANAGEMENT IV, LLC
|
|
|
|
|
By:
|
/s/ Daniel K. Turner
III
|
|
|
|
|
Name:
|
Daniel K. Turner III
|
|
|
Manager
|
|
|
|
|
|
|
|
|
/s/ John Savarese
|
|
John
Savarese
|
|
|
|
|
|
|
|
|
/s/ Manish Chapekar
|
|
Manish
Chapekar
|
|
|
|
|
|
|
|
|
/s/ Howard D. Palefsky
|
|
Howard
D. Palefsky
|
|
|
|
|
|
|
|
|
/s/ Daniel K. Turner
III
|
|
Daniel
K. Turner III
|
|
|
ATTENTION:
|
|
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations
(See 18 U.S.C. 1001)
|
17
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