CYBX / Cyberonics, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

Кибероника, Инк.
US ˙ NASDAQ
ЭТОТ СИМВОЛ БОЛЬШЕ НЕ АКТИВЕН

Основная статистика
CIK 864683
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cyberonics, Inc.
SEC Filings (Chronological Order)
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February 16, 2016 SC 13G/A

CYBX / Cyberonics, Inc. / Palo Alto Investors, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10) Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

December 2, 2015 15-12G

Cyberonics 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-19806 CYBERONICS, INC. (Exact name of registrant as specified in its cha

November 5, 2015 SC 13G/A

CYBX / Cyberonics, Inc. / BROWN CAPITAL MANAGEMENT LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 2)* Cyberonics, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 23251P102 (CUSIP Number) October 31, 2015 (Date of Event W

October 28, 2015 POS AM

Cyberonics POS AM

POS AM 1 d70376dposam.htm POS AM As filed with the Securities and Exchange Commission on October 28, 2015 Registration No. 333-33769 Registration No. 333-56022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT NO. 333-33769 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT NO. 333-56022 UNDER TH

October 28, 2015 POS AM

Cyberonics POS AM

POS AM 1 d70376dposam.htm POS AM As filed with the Securities and Exchange Commission on October 28, 2015 Registration No. 333-33769 Registration No. 333-56022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT NO. 333-33769 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT NO. 333-56022 UNDER TH

October 19, 2015 EX-3.1

CERTIFICATE OF INCORPORATION CYBERONICS, INC.

ex3-1.htm EXHIBIT 3.1 CERTIFICATE OF INCORPORATION OF CYBERONICS, INC. FIRST The name of the corporation (the ?Corporation?) is Cyberonics, Inc. SECOND The address of the Corporation?s registered office in the State of Delaware is 1209 Orange Street in the City of Wilmington, County of New Castle, 19801. The name of its registered agent at such address is The Corporation Trust Company. THIRD The p

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported October 18, 2015): October 19, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-19806

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 EX-3.2

Amended and Restated Cyberonics, Inc. (a Delaware corporation) Adopted as of October 19, 2015

ex3-2.htm Exhibit 3.2 Amended and Restated Bylaws of Cyberonics, Inc. (a Delaware corporation) Adopted as of October 19, 2015 | TABLE OF CONTENTS Page ARTICLE I. IDENTIFICTION, OFFICES 1 Section 1. NAME 1 Section 2. PRINCIPAL AND BUSINESS OFFICES 1 Section 3. REGISTERED AGENT AND OFFICE 1 Section 4. PLACE OF KEEPING CORPORAE RECORDS 1 ARTICLE II. STOCKHOLDERS 1 Section 1. ANNUAL MEETING 1 Section

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

S-8 POS 1 a15-2132410s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 19, 2015 Registration No. 33-65278 Registration No. 33-65276 Registration No. 33-88998 Registration No. 333-19785 Registration No. 333-33725 Registration No. 333-49905 Registration No. 333-66689 Registration No. 333-66687 Registration No. 333-66691 Registration No. 333-77361 Registration No. 333-

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

As filed with the Securities and Exchange Commission on October 19, 2015 Registration No.

October 19, 2015 S-8 POS

Cyberonics S-8 POS

S-8 POS 1 a15-2132419s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 19, 2015 Registration No. 33-65278 Registration No. 33-65276 Registration No. 33-88998 Registration No. 333-19785 Registration No. 333-33725 Registration No. 333-49905 Registration No. 333-66689 Registration No. 333-66687 Registration No. 333-66691 Registration No. 333-77361 Registration No. 333-

October 16, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

form8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commi

September 22, 2015 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-19806 (Commission File Number) 7

September 22, 2015 EX-99.1

CYBERONICS STOCKHOLDERS OVERWHELMINGLY APPROVE MERGER WITH SORIN

EX-99.1 2 a15-200681ex99d1.htm EX-99.1 Exhibit 99.1 Press Release For Release Tuesday, September 22, 2015; 5:00 PM ET CYBERONICS STOCKHOLDERS OVERWHELMINGLY APPROVE MERGER WITH SORIN Houston, TX, September 22, 2015 — Cyberonics, Inc. (NASDAQ: CYBX, “Cyberonics”) today announced that its stockholders voted to adopt the merger agreement providing for the business combination of Cyberonics and Sorin

September 10, 2015 425

Filed by Sorin S.p.A.

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: September 10, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Sta

September 10, 2015 EX-99.1

SORIN AND CYBERONICS ANNOUNCE APPOINTMENT OF LIVANOVA’S CHIEF FINANCIAL OFFICER

Exhibit 99.1 SORIN AND CYBERONICS ANNOUNCE APPOINTMENT OF LIVANOVA?S CHIEF FINANCIAL OFFICER Milan, Italy and Houston, TX, September 10, 2015 ? Sorin S.p.A., (MTA; Reuters Code: SORN.MI, ?Sorin?), a global medical device company and a leader in the treatment of cardiovascular diseases, and Cyberonics, Inc. (NASDAQ: CYBX, ?Cyberonics?), a medical device company with core expertise in neuromodulatio

September 10, 2015 EX-99.1

SORIN AND CYBERONICS ANNOUNCE APPOINTMENT OF LIVANOVA’S CHIEF FINANCIAL OFFICER

EX-99.1 2 a15-191513ex99d1.htm EX-99.1 Exhibit 99.1 SORIN AND CYBERONICS ANNOUNCE APPOINTMENT OF LIVANOVA’S CHIEF FINANCIAL OFFICER Milan, Italy and Houston, TX, September 10, 2015 — Sorin S.p.A., (MTA; Reuters Code: SORN.MI, “Sorin”), a global medical device company and a leader in the treatment of cardiovascular diseases, and Cyberonics, Inc. (NASDAQ: CYBX, “Cyberonics”), a medical device compan

September 10, 2015 425

Cyberonics 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-19806 (Commission File Number) 7

September 10, 2015 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-19806 (Commission File Number) 7

September 10, 2015 425

SORIN AND CYBERONICS ANNOUNCE APPOINTMENT OF LIVANOVA’S CHIEF FINANCIAL OFFICER

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: September 10, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Sta

September 9, 2015 425

Cyberonics 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

September 9, 2015 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

September 9, 2015 EX-99.1

September 8, 2015

EX-99.1 2 a15-191512ex99d1.htm EX-99.1 Exhibit 99.1 September 8, 2015 No Further Legal Action By Italian State’s Attorney To Enjoin The Combination Of Sorin And Cyberonics Sorin and Cyberonics announce termination of Italian creditor rights objection process MILAN and HOUSTON, Sept. 8, 2015 /PRNewswire/ — Sorin S.p.A., (MTA; Reuters Code: SORN.MI, “Sorin”), a global medical device company and a le

September 9, 2015 EX-99.1

September 8, 2015

EX-99.1 2 a15-191512ex99d1.htm EX-99.1 Exhibit 99.1 September 8, 2015 No Further Legal Action By Italian State’s Attorney To Enjoin The Combination Of Sorin And Cyberonics Sorin and Cyberonics announce termination of Italian creditor rights objection process MILAN and HOUSTON, Sept. 8, 2015 /PRNewswire/ — Sorin S.p.A., (MTA; Reuters Code: SORN.MI, “Sorin”), a global medical device company and a le

September 8, 2015 425

NO FURTHER LEGAL ACTION BY ITALIAN STATE’S ATTORNEY TO ENJOIN THE COMBINATION OF SORIN AND CYBERONICS Sorin and Cyberonics announce termination of Italian creditor rights objection process

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: September 8, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Stat

August 21, 2015 DEFM14A

Cyberonics DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 20, 2015 425

Cyberonics 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File N

August 20, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) AUGUST 20, 2015 / 1:00PM, CYBX - Q1 2016 C

August 20, 2015 425

CYBERONICS AND SORIN PROVIDE MERGER UPDATE Cyberonics Sets September 22, 2015 Special Stockholder Meeting to Vote on Proposed Merger

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: August 20, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement

August 20, 2015 EX-99.1

CYBERONICS REPORTS FISCAL 2016 FIRST QUARTER RESULTS Record Net Sales of $81 million Record U.S. Net Sales of $68 million Continued International Growth Strong adoption of AspireSR® Generator

EX-99.1 3 ex991.htm PRESS RELEASE OF CYBERONICS, INC. DATED AUGUST 20, 2015 EXHIBIT 99.1 For Release Thursday, August 20, 2015; 7:00 AM ET CYBERONICS REPORTS FISCAL 2016 FIRST QUARTER RESULTS Record Net Sales of $81 million Record U.S. Net Sales of $68 million Continued International Growth Strong adoption of AspireSR® Generator HOUSTON, Texas, August 20, 2015 - Cyberonics, Inc. (NASDAQ:CYBX) toda

August 20, 2015 EX-99.1

CYBERONICS AND SORIN PROVIDE MERGER UPDATE Cyberonics Sets September 22, 2015 Special Stockholder Meeting to Vote on Proposed Merger

EX-99.1 2 a15-182721ex99d1.htm EX-99.1 Exhibit 99.1 For Release Thursday, August 20, 2015; 7:00 AM ET CYBERONICS AND SORIN PROVIDE MERGER UPDATE Cyberonics Sets September 22, 2015 Special Stockholder Meeting to Vote on Proposed Merger Houston, TX, and Milan, Italy, August 20, 2015 — Cyberonics, Inc. (NASDAQ: CYBX, “Cyberonics”) and Sorin S.p.A. (MTA; Reuters Code: SORN.MI, “Sorin”) today announced

August 20, 2015 EX-99.1

CYBERONICS AND SORIN PROVIDE MERGER UPDATE Cyberonics Sets September 22, 2015 Special Stockholder Meeting to Vote on Proposed Merger

Exhibit 99.1 For Release Thursday, August 20, 2015; 7:00 AM ET CYBERONICS AND SORIN PROVIDE MERGER UPDATE Cyberonics Sets September 22, 2015 Special Stockholder Meeting to Vote on Proposed Merger Houston, TX, and Milan, Italy, August 20, 2015 — Cyberonics, Inc. (NASDAQ: CYBX, “Cyberonics”) and Sorin S.p.A. (MTA; Reuters Code: SORN.MI, “Sorin”) today announced an update on various matters relating

August 20, 2015 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File N

August 20, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

form8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commis

August 20, 2015 425

SORIN ANNOUNCES DISMISSAL OF ITALIAN CREDITOR RIGHTS OBJECTION The Civil Court of Milan allows the merger of Sorin and Cyberonics to proceed

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: August 20, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement

August 20, 2015 10-Q

Cyberonics 10-Q (Quarterly Report)

10-Q 1 cybx-20150724x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 24, 2015 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Comm

July 30, 2015 425

* * *

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: July 30, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on

July 28, 2015 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 24, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission fi

July 27, 2015 425

SORIN AND CYBERONICS ANNOUNCE INTENT TO VIGOROUSLY CONTEST CLAIM BY ITALIAN STATE’S ATTORNEY SEEKING TO ENJOIN THE PROPOSED COMBINATION OF THE COMPANIES

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: July 27, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on

July 27, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the United States Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) Press Release SORIN AND CYBE

July 24, 2015 425

CROSS-BORDER MERGER OF SORIN S.P.A. INTO SAND HOLDCO PLC (NOW LIVANOVA PLC) RESULTS OF THE PRE-EMPTIVE OFFER OF SORIN SHARES FOR WHICH CASH EXIT RIGHTS HAVE BEEN EXERCISED

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: July 24, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statemen

July 17, 2015 425

CROSS-BORDER MERGER OF SORIN S.P.A. INTO SAND HOLDCO PLC (NOW LIVANOVA PLC) LIVANOVA SHAREHOLDERS’ MEETING APPROVES MERGER WITH SORIN

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC Date: July 17, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and LivaNova PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on

July 1, 2015 10-K/A

Cyberonics 10K/A (Annual Report)

10-K/A 1 cybx-fy15x10ka.htm 10K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 24, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

June 29, 2015 CORRESP

Cyberonics ESP

corresp.htm June 29, 2015 Mr. Martin James Senior Assistant Chief Accountant Securities and Exchange Commission Division of Corporation Finance Mail Stop 3030 Washington, D.C. 20549 RE: Cyberonics, Inc. (the ?Company?) Form 10-K for Fiscal Year Ended April 24, 2015 Filed June 15, 2015 File No. 000-19806 Dear Mr. James: Set forth below are the Company?s responses to the comments contained in the le

June 25, 2015 425

SORIN AND CYBERONICS UNVEIL NAME OF COMBINED COMPANY: LivaNova will deliver innovative solutions in cardiac surgery, neuromodulation and cardiac rhythm management to extend and enhance people’s lives

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: June 25, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statem

June 25, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the United States Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) Press Release SORIN AND CYBE

June 22, 2015 425

CROSS-BORDER MERGER OF SORIN S.P.A. INTO SAND HOLDCO PLC CASH EXIT RIGHTS EXERCISED FOR ABOUT 0.011% OF THE SHARE CAPITAL

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: June 22, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statem

June 17, 2015 425

Filed by Sorin S.p.A.

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: June 17, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statem

June 17, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) The following was distributed at meetings

June 15, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 24, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19806 Cyberonics, Inc. (E

June 15, 2015 EX-10.79

EMPLOYMENT AGREEMENT

EXHIBIT 10.79 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made by and between Cyberonics, Inc., a Delaware corporation (the ?Company?) and Darren W. Alch (?Employee?). The Company desires to maintain Employee?s employment and to encourage Employee?s attention and dedication to the Company as a member of the Company?s management, in the best interests of the Company and its shar

June 15, 2015 EX-10.75

FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT

FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT THIS FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT (the "Amendment") is made effective as of January 1, 2015 (the "Effective Date"), by and between Cyberonics Inc.

June 15, 2015 EX-21.2

LIST OF SUBSIDIARIES OF CYBERONICS, INC.

EX-21.2 5 cybx-20150424ex2124998d9.htm EX-21.2 EXHIBIT 21.2 LIST OF SUBSIDIARIES OF CYBERONICS, INC. Entity Owner Cyberonics Holdings LLC (Delaware) Cyberonics, Inc. CYBX Netherlands C.V. (The Netherlands) Cyberonics, Inc. Cyberonics Holdings LLC Cyberonics Spain S.L. (Spain) CYBX Netherlands C.V. Cyberonics Europe B.V./B.A. (Belgium) Cyberonics Spain S.L. Cyberonics Latam S.R.L. Cyberonics France

June 15, 2015 EX-10.74

AMENDED AND RESTATED LICENSE AGREEMENT

EX-10.74 2 cybx-20150424ex1074e951e.htm EX-10.74 Exhibit 10.74 AMENDED AND RESTATED LICENSE AGREEMENT This Amended and Restated License Agreement (“Agreement”) dated and effective as of January 1, 2011 (“Effective Date”) is by and between: Cyberonics, Inc., a corporation organized under the laws of the State of Delaware, having its principal office at 100 Cyberonics Boulevard, Houston, Texas 77058

June 11, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) June 11, 2015 Sorin And Cyberonics Announc

June 11, 2015 425

SORIN AND CYBERONICS ANNOUNCE DESIGNEES TO BOARD OF DIRECTORS OF COMBINED COMPANY

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: June 11, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statem

June 4, 2015 EX-99.1

CYBERONICS REPORTS QUARTER AND ANNUAL RESULTS Fiscal 2015 Net Sales of $292 million Record Adjusted Operating Income Continued Strong International Results AspireSR® U.S. Regulatory Approval

EXHIBIT 99.1 For Release Thursday, June 4, 2015; 7:00 AM ET CYBERONICS REPORTS QUARTER AND ANNUAL RESULTS Fiscal 2015 Net Sales of $292 million Record Adjusted Operating Income Continued Strong International Results AspireSR® U.S. Regulatory Approval HOUSTON, Texas, June 4, 2015 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the fourth quarter and fiscal year ended April 24, 2015. An

June 4, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) JUNE 04, 2015 / 1:00PM, CYBX - Q4 2015 Cyb

June 4, 2015 425

Cyberonics Q4 FY15 EARNINGS RELEASE (Prospectus)

form8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commissio

June 4, 2015 8-K

Cyberonics Q4 FY15 EARNINGS RELEASE (Current Report/Significant Event)

form8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commissio

June 4, 2015 EX-99.1

CYBERONICS REPORTS QUARTER AND ANNUAL RESULTS Fiscal 2015 Net Sales of $292 million Record Adjusted Operating Income Continued Strong International Results AspireSR® U.S. Regulatory Approval

EX-99.1 3 ex991.htm PRESS RELEASE DATED JUNE 4, 2015 EXHIBIT 99.1 For Release Thursday, June 4, 2015; 7:00 AM ET CYBERONICS REPORTS QUARTER AND ANNUAL RESULTS Fiscal 2015 Net Sales of $292 million Record Adjusted Operating Income Continued Strong International Results AspireSR® U.S. Regulatory Approval HOUSTON, Texas, June 4, 2015 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the fo

June 1, 2015 SD

Cyberonics CYBERONICS, INC. SD 12-31-2014

As filed with the Securities and Exchange Commission on June 1, 2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 1, 2015 EX-1.01

Exhibit 1.01

Exhibit 1.01 Cyberonics, Inc. Conflict Minerals Report For the Year Ended December 31, 2014 This Conflict Minerals Report of Cyberonics, Inc. (this "Report") has been prepared for the reporting period from January 1, 2014 to December 31, 2014 of Cyberonics, Inc. pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 (the "Rule"). The Rule was adopted by the Securities and Exchange Commis

May 28, 2015 425

CROSS-BORDER MERGER OF SORIN S.P.A. INTO SAND HOLDCO PLC REGISTRATION OF THE EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTIONS APPROVING THE MERGER WITH THE COMPANIES’ REGISTER TERMS AND CONDITIONS FOR THE EXERCISE OF CASH EXIT RIGHTS

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: May 28, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Stateme

May 26, 2015 425

SORIN EXTRAORDINARY SHAREHOLDERS’ MEETING APPROVES MERGER WITH CYBERONICS

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: May 26, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Stateme

May 19, 2015 425

Filed by Sorin S.p.A.

425 1 d930080d425.htm 425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: May 19, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No

May 19, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) The following presentation was made at the

May 12, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) Announcement 15/15 ? NewCo Executive Leade

May 12, 2015 425

SORIN AND CYBERONICS ANNOUNCE EXECUTIVE LEADERSHIP TEAM FOR THE NEW COMPANY UPON CLOSE OF MERGER

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: May 12, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Sta

May 12, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Subject Company Commission File No.: 000-19806; Commission File No. for Registration Statement on Form S-4: 333-203510) For Release Tuesday, May 12, 2015; 4:00 PM

April 24, 2015 425

Materials for Extraordinary Shareholders’ Meeting of Sorin S.p.A.

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: April 24, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File Nos.: 000-19806 and 333-203510) The following material

April 22, 2015 425

Cyberonics 425 (Prospectus)

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Filer?s Commission File No. 000-19806) Press Release BOARD APPROVES CROSS-BORDER MERGER TERMS RELATING TO THE MERGER OF SORIN SPA WITH AND INTO SAND HOLDCO PLC BO

April 21, 2015 425

Filed by Sorin S.p.A.

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: April 20, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File Nos.: 000-19806 and 333-203510) Press release SORIN GROUP

April 21, 2015 425

Filed by Sorin S.p.A.

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: April 20, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File Nos.: 000-19806 and 333-203510) Sorin group at the hea

April 21, 2015 425

Filed by Sorin S.p.A.

425 Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: April 20, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File Nos.: 000-19806 and 333-203510) SORIN GROUP AT THE HEA

April 21, 2015 425

Filed by Sorin S.p.A.

Filed by Sorin S.p.A. pursuant to Rule 425 under the United States Securities Act of 1933, as amended Subject Companies: Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC Date: April 20, 2015 This filing relates to a proposed business combination involving Sorin S.p.A., Cyberonics, Inc. and Sand Holdco PLC (Subject Company Commission File Nos.: 000-19806 and 333-203510) CYBERONICS AND SORIN GROUP

April 15, 2015 EX-99.1

SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL

EXHIBIT 99.1 Press release SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL Milan, Italy and Houston, TX – April 14, 2015 – Sorin S.p.A. (MTA; Reuters Code: SORN.MI), a global medical device company and a leader in the treatment of cardiovascular diseases, and Cyberonics, Inc. (NASDAQ:CYBX), a medical device company with core expertise in neuromodulation, today announced that the required

April 15, 2015 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8k.htm HSR EXPIRATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of in

April 15, 2015 425

Cyberonics 8-K/A (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

April 15, 2015 EX-99.1

SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL

ex99.htm EXHIBIT 99.1 Press release SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL Milan, Italy and Houston, TX ? April 14, 2015 ? Sorin S.p.A. (MTA; Reuters Code: SORN.MI), a global medical device company and a leader in the treatment of cardiovascular diseases, and Cyberonics, Inc. (NASDAQ:CYBX), a medical device company with core expertise in neuromodulation, today announced that the

April 15, 2015 EX-99.1

SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL

EXHIBIT 99.1 Press release SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL Milan, Italy and Houston, TX — April 14, 2015 — Sorin S.p.A. (MTA; Reuters Code: SORN.MI), a global medical device company and a leader in the treatment of cardiovascular diseases, and Cyberonics, Inc. (NASDAQ:CYBX), a medical device company with core expertise in neuromodulation, today announced that the required

April 15, 2015 EX-99.1

SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL

EX-99.1 2 a15-92561ex99d1.htm EX-99.1 EXHIBIT 99.1 Press release SORIN-CYBERONICS MERGER RECEIVES U.S. ANTITRUST APPROVAL Milan, Italy and Houston, TX — April 14, 2015 — Sorin S.p.A. (MTA; Reuters Code: SORN.MI), a global medical device company and a leader in the treatment of cardiovascular diseases, and Cyberonics, Inc. (NASDAQ:CYBX), a medical device company with core expertise in neuromodulati

April 15, 2015 8-K/A

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

April 15, 2015 425

Cyberonics HSR EXPIRATION (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Nu

April 14, 2015 CORRESP

Cyberonics ESP

corresp.htm April 14, 2015 Mr. Brian Cascio Accounting Branch Chief Securities and Exchange Commission Division of Corporation Finance Mail Stop 3030 Washington, D.C. 20549 RE: Cyberonics, Inc. (the ?Company?) Form 10-K for Fiscal Year Ended April 25, 2014 Filed June 16, 2014 File No. 000-19806 Dear Mr. Cascio: Set forth below are the Company?s responses to the comments contained in the letter fro

March 25, 2015 425

Cyberonics CYBERONICS EMPLOYEE FAQS (Prospectus)

425 1 rule425.htm CYBERONICS EMPLOYEE FAQS Frequently Asked Questions about the Cyberonics-Sorin Merger 1. Why is Cyberonics merging with Sorin? · This merger, first and foremost, is about growth. · Thanks to all of you, Cyberonics is already a global leader in neuromodulation, and this is a tremendous opportunity to take Cyberonics to another level entirely by joining forces with Sorin to create

March 23, 2015 EX-2.1

TRANSACTION AGREEMENT SORIN S.P.A., SAND HOLDCO LIMITED, CYPHER MERGER SUB, INC. CYBERONICS, INC. Dated as of March 23, 2015

EX-2.1 2 a15-71391ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION TRANSACTION AGREEMENT among SORIN S.P.A., SAND HOLDCO LIMITED, CYPHER MERGER SUB, INC. and CYBERONICS, INC. Dated as of March 23, 2015 TABLE OF CONTENTS ARTICLE I THE MERGERS SECTION 1.01 The Mergers 2 SECTION 1.02 Closing Date 3 SECTION 1.03 Effective Times 3 SECTION 1.04 Organizational Documents; Directors and Officers 3 ARTICLE II

March 23, 2015 425

Cyberonics 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Nu

March 23, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Nu

March 23, 2015 EX-2.1

TRANSACTION AGREEMENT SORIN S.P.A., SAND HOLDCO LIMITED, CYPHER MERGER SUB, INC. CYBERONICS, INC. Dated as of March 23, 2015

EX-2.1 2 a15-71391ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION TRANSACTION AGREEMENT among SORIN S.P.A., SAND HOLDCO LIMITED, CYPHER MERGER SUB, INC. and CYBERONICS, INC. Dated as of March 23, 2015 TABLE OF CONTENTS ARTICLE I THE MERGERS SECTION 1.01 The Mergers 2 SECTION 1.02 Closing Date 3 SECTION 1.03 Effective Times 3 SECTION 1.04 Organizational Documents; Directors and Officers 3 ARTICLE II

March 11, 2015 425

Cyberonics EMPLOYEE EQUITY AWARD INFORMATION (Prospectus)

rule425.htm Memorandum To: Cyberonics Equity Award Recipients From: David Wise Date: March 11, 2015 Re: Employee Equity Award Information Related to the Merger With Sorin As previously announced, employees may not buy or sell any shares of Cyberonics common stock, or any other security based on Cyberonics common stock, until further notice. We anticipate that this restriction may be lifted at some

February 27, 2015 EX-2.1

[Remainder of page intentionally left blank]

EX-2.1 2 a15-54621ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION February 26, 2015 STRICTLY CONFIDENTIAL Sorin S.p.A. Via Benigno Crespi, 17 20159 Milan, Italy Re: Letter of Intent Regarding Proposed Business Combination Between Cyberonics and Sorin Ladies and Gentlemen: The Parties (as defined below) desire to enter into this letter agreement governed exclusively by the laws of the State of Delaw

February 27, 2015 425

CYBX / Cyberonics, Inc. 425 - Merger Prospectus - 425

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Filer’s Commission File No. 000-19806) FEBRUARY 26, 2015 / 1:00PM, CYBX - Q3 2015 Cyberonics, Inc. Earnings Results and Cyberonics, Inc. and Sorin SpA M&A Confere

February 27, 2015 EX-2.1

[Remainder of page intentionally left blank]

EX-2.1 2 a15-54621ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION February 26, 2015 STRICTLY CONFIDENTIAL Sorin S.p.A. Via Benigno Crespi, 17 20159 Milan, Italy Re: Letter of Intent Regarding Proposed Business Combination Between Cyberonics and Sorin Ladies and Gentlemen: The Parties (as defined below) desire to enter into this letter agreement governed exclusively by the laws of the State of Delaw

February 27, 2015 EX-10.1

SUPPORT AGREEMENT

Exhibit 10.1 EXECUTION VERSION SUPPORT AGREEMENT This SUPPORT AGREEMENT, dated as of February 26, 2015 (this “Agreement”), is entered into by and among Cyberonics, Inc., a Delaware corporation (“Cyberonics”), Mittel S.p.A., a joint stock company organized under the laws of Italy whose shares are listed on the MSE (“Mittel”), Equinox Two S.c.a. a joint partnership organized under the laws of Luxemb

February 27, 2015 EX-99.1

February 26, 2015

Exhibit 99.1 February 26, 2015 Cyberonics And Sorin Group To Merge, Creating A New Premier Global Medical Technology Company Diverse product portfolio and scale across geographies to drive shareholder value Focused innovation platform to exploit market opportunities and accelerate product development in heart failure, sleep apnea and percutaneous mitral valve to improve patient outcomes All-stock

February 27, 2015 425

CYBX / Cyberonics, Inc. 425 - Merger Prospectus - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

February 27, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended January 23, 2015 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 Cyber

February 27, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

February 27, 2015 EX-10.1

SUPPORT AGREEMENT

Exhibit 10.1 EXECUTION VERSION SUPPORT AGREEMENT This SUPPORT AGREEMENT, dated as of February 26, 2015 (this “Agreement”), is entered into by and among Cyberonics, Inc., a Delaware corporation (“Cyberonics”), Mittel S.p.A., a joint stock company organized under the laws of Italy whose shares are listed on the MSE (“Mittel”), Equinox Two S.c.a. a joint partnership organized under the laws of Luxemb

February 27, 2015 EX-99.1

February 26, 2015

EX-99.1 4 a15-54621ex99d1.htm EX-99.1 Exhibit 99.1 February 26, 2015 Cyberonics And Sorin Group To Merge, Creating A New Premier Global Medical Technology Company Diverse product portfolio and scale across geographies to drive shareholder value Focused innovation platform to exploit market opportunities and accelerate product development in heart failure, sleep apnea and percutaneous mitral valve

February 26, 2015 425

CYBX / Cyberonics, Inc. 425 - Merger Prospectus - 425

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Filer’s Commission File No. 000-19806) The following communication was sent to employees of Cyberonics. February 26, 2015 Dear Team Cyberonics, Today we are annou

February 26, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

February 26, 2015 425

CYBX / Cyberonics, Inc. 425 - Merger Prospectus - 425

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Filer’s Commission File No. 000-19806) The following is a slide presentation regarding the planned merger of Sorin and Cyberonics, which has been posted to each c

February 26, 2015 425

CYBX / Cyberonics, Inc. 425 - Merger Prospectus - 425

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Filer’s Commission File No. 000-19806) The following communication was made publicly available on transaction-related website portal hosted by Cyberonics. Sorin G

February 26, 2015 425

CYBX / Cyberonics, Inc. 425 - Merger Prospectus - 425

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Filer’s Commission File No. 000-19806) The following communication was sent to customers of Cyberonics. February 26, 2015 Dear Customer, Today we are announcing e

February 26, 2015 EX-99.1

CYBERONICS REPORTS FISCAL 2015 THIRD QUARTER RESULTS CE Mark approval of VITARIA™ generator for CHF U.S. revenue growth of 9% to $58m Continued strong earnings growth Conference call time changed to 7:00AM (CST) / 8:00AM (EST)

EXHIBIT 99.1 For Release Thursday, February 26, 2015; 7:00 AM ET CYBERONICS REPORTS FISCAL 2015 THIRD QUARTER RESULTS CE Mark approval of VITARIA™ generator for CHF U.S. revenue growth of 9% to $58m Continued strong earnings growth Conference call time changed to 7:00AM (CST) / 8:00AM (EST) HOUSTON, Texas, February 26, 2015 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter e

February 26, 2015 425

CYBX / Cyberonics, Inc. 425 - Merger Prospectus - 425

Filed by Cyberonics, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Companies: Cyberonics, Inc. and Sorin S.p.A. (Filer’s Commission File No. 000-19806) The following communication was made publicly available on transaction-related website portal hosted by Cyberonics and Sori

February 18, 2015 SC 13G/A

CYBX / Cyberonics, Inc. / Palo Alto Investors, LLC - SC 13G/A Passive Investment

SC 13G/A 1 Cyberonics13Ga9.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9) Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

February 10, 2015 SC 13G/A

CYBX / Cyberonics, Inc. / VANGUARD GROUP INC Passive Investment

cyberonicsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Cyberonics Inc Title of Class of Securities: Common Stock CUSIP Number: 23251P102 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to desi

February 5, 2015 SC 13G/A

CYBX / Cyberonics, Inc. / BROWN CAPITAL MANAGEMENT LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* Cyberonics, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2014 (Date of Event

January 30, 2015 EX-10.1

EMPLOYMENT AGREEMENT

EX-10.1 3 ex101.htm MOORE EMPLOYMENT AGREEMENT EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made by and between Cyberonics, Inc., a Delaware corporation (the “Company”) and Daniel Jeffrey Moore (“Executive”) to be effective on January 22, 2015 (the “Effective Date”). The Board of Directors of the Company (“Board”) desires to continue to employ Executive as the Compa

January 30, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported: January 22, 2015): January 29, 2015 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation)

January 7, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2015 (January 1, 2015) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation)

January 7, 2015 EX-10.1

EMPLOYMENT AGREEMENT

EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made by and between Cyberonics, Inc., a Delaware corporation (the “Company”) and (“Employee”). The Company desires to maintain Employee’s employment and to encourage Employee’s attention and dedication to the Company as a member of the Company’s management, in the best interests of the Company and its shareholders; Employ

January 7, 2015 EX-10.2

EMPLOYMENT AGREEMENT

EX-10.2 4 ex102.htm HOARE EMPLOYMENT AGREEMENT EXHIBIT 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made by and between Cyberonics, Inc., a Delaware corporation (the “Company”) and Rohan J. Hoare (“Employee”). The Company desires to maintain Employee’s employment and to encourage Employee’s attention and dedication to the Company as a member of the Company’s management, in

December 19, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2014 (December 17, 2014) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporati

December 5, 2014 SC 13G

CYBX / Cyberonics, Inc. / BROWN CAPITAL MANAGEMENT LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* Cyberonics, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 23251P102 (CUSIP Number) November 30, 2014 (Date of Event

November 20, 2014 EX-99.1

CYBERONICS REPORTS FISCAL 2015 SECOND QUARTER RESULTS Continued strong earnings growth Achievement of regulatory milestones New one million share buyback

EX-99.1 3 ex99.htm CYBERONICS, INC. PRESS RELEASE DATED NOVEMBER 20, 2014 EXHIBIT 99.1 For Release Thursday, November 20, 2014; 7:00 AM ET CYBERONICS REPORTS FISCAL 2015 SECOND QUARTER RESULTS Continued strong earnings growth Achievement of regulatory milestones New one million share buyback HOUSTON, Texas, November 20, 2014 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter

November 20, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2014 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

November 20, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended October 24, 2014 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 Cyber

September 18, 2014 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 form8k.htm 2014 ANNUAL MEETING RESULTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2014 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other j

August 21, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 25, 2014 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 Cyberoni

August 21, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2014 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File N

August 21, 2014 EX-99.1

CYBERONICS REPORTS FISCAL 2015 FIRST QUARTER RESULTS Year-on-year sales increase for the 25th consecutive quarter Continued strong earnings growth Achievement of important product development milestones

EXHIBIT 99.1 For Release Thursday, August 21, 2014; 7:00 AM ET CYBERONICS REPORTS FISCAL 2015 FIRST QUARTER RESULTS Year-on-year sales increase for the 25th consecutive quarter Continued strong earnings growth Achievement of important product development milestones HOUSTON, Texas, August 21, 2014 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended July 25, 2014. Quarterl

July 31, 2014 DEFA14A

CYBX / Cyberonics, Inc. DEFA14A - - DEFINITIVE ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ]

July 30, 2014 DEF 14A

CYBX / Cyberonics, Inc. DEF 14A - - 2014 CYBERONICS SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]

June 16, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 25, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19806 Cyberonics, Inc. (E

June 4, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2014 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Numb

June 4, 2014 EX-99.1

CYBERONICS REPORTS RECORD QUARTER AND ANNUAL RESULTS AND PROVIDES FISCAL 2015 GUIDANCE Fiscal 2014 Net Sales of $282 million, an 11% Increase Record Quarterly Net Sales and Operating Income Continued Strong International Results

Exhibit 99.1 For Release Wednesday, June 4, 2014; 7:00 AM ET CYBERONICS REPORTS RECORD QUARTER AND ANNUAL RESULTS AND PROVIDES FISCAL 2015 GUIDANCE Fiscal 2014 Net Sales of $282 million, an 11% Increase Record Quarterly Net Sales and Operating Income Continued Strong International Results HOUSTON, Texas, June 4, 2014 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the fourth quarter a

June 2, 2014 SD

- CYBERONICS, INC. SD 12-31-2013

As filed with the Securities and Exchange Commission on June 2, 2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 2, 2014 EX-1.02

Cyberonics, Inc. Conflict Minerals Report For the Year Ended December 31, 2013

Exhibit 1.02 Cyberonics, Inc. Conflict Minerals Report For the Year Ended December 31, 2013 This Conflict Minerals Report of Cyberonics, Inc. (this “Report”) has been prepared for the reporting period from January 1, 2013 to December 31, 2013 of Cyberonics, Inc. pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”). The Rule was adopted by the Securities and Exchange Commis

April 28, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - APPOINTMENT OF ROHAN HOARE AS COO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2014 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Nu

February 21, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended January 24, 2014 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBER

February 20, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2014 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

February 20, 2014 EX-99.1

CYBERONICS REPORTS FISCAL 2014 THIRD QUARTER RESULTS Net Product Sales of $68.2 million, 9.4% Increase Continued Strong International Results AspireSR™ Generator approved for sale in Europe

EX-99.1 3 ex991.htm PRESS RELEASE OF CYBERONICS,INC. DATED FEBRUARY 20, 2014 Exhibit 99.1 For Release Thursday, February 20, 2014; 7:00 AM ET CYBERONICS REPORTS FISCAL 2014 THIRD QUARTER RESULTS Net Product Sales of $68.2 million, 9.4% Increase Continued Strong International Results AspireSR™ Generator approved for sale in Europe HOUSTON, Texas, February 20, 2014 - Cyberonics, Inc. (NASDAQ:CYBX) t

February 14, 2014 SC 13G/A

CYBX / Cyberonics, Inc. / Palo Alto Investors, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8) Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

February 12, 2014 SC 13G/A

CYBX / Cyberonics, Inc. / VANGUARD GROUP INC Passive Investment

cyberonicsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Cyberonics Inc Title of Class of Securities: Common Stock CUSIP Number: 23251P102 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to desi

November 21, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FY14 Q2 EARNINGS RELEASE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2013 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

November 21, 2013 EX-99.1

CYBERONICS REPORTS RECORD FISCAL 2014 SECOND QUARTER RESULTS Net Product Sales of $70.1 million, 12% Increase Led by Record U.S. Results Submission of AspireSR™ Generator for CE Mark Approval in Europe

EXHIBIT 99.1 Draft: For Release Thursday, November 21, 2013; 7:00 AM ET CYBERONICS REPORTS RECORD FISCAL 2014 SECOND QUARTER RESULTS Net Product Sales of $70.1 million, 12% Increase Led by Record U.S. Results Submission of AspireSR™ Generator for CE Mark Approval in Europe HOUSTON, Texas, November 21, 2013 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended October 25, 2

November 21, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended October 25, 2013 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBER

September 20, 2013 8-K

Submission of Matters to a Vote of Security Holders - 2013 ANNUAL MEETING RESULTS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2013 (September 19, 2013) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorpora

September 12, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - APPOINTMENT OF ROHAN J. HOARE, PH.D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2013 (August 12, 2013) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation)

September 12, 2013 EX-10.1

EMPLOYMENT AGREEMENT

EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made by and between Cyberonics, Inc., a Delaware corporation (the “Company”) and Rohan J. Hoare, Ph.D. (“Executive”). The Company desires to maintain Executive’s employment as the Company’s Senior Vice President, Strategic Planning and to encourage Executive’s attention and dedication to the Company as a member of the Com

August 23, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 26, 2013 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBERONI

August 22, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 form8k.htm FY2014 Q1 EARNINGS RELEASE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2013 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other juris

August 22, 2013 EX-99.1

CYBERONICS REPORTS FISCAL 2014 FIRST QUARTER RESULTS Net Product Sales of $67.4 million, 12.4% Increase Strong International Sales led by Europe

EX-99.1 3 ex991.htm PRESS RELEASE OF CYBERONICS, INC. Exhibit 99.1 For Release Thursday, August 22, 2013; 7:00 AM ET CYBERONICS REPORTS FISCAL 2014 FIRST QUARTER RESULTS Net Product Sales of $67.4 million, 12.4% Increase Strong International Sales led by Europe HOUSTON, Texas, August 22, 2013 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended July 26, 2013. Quarterly hi

August 2, 2013 DEFA14A

- DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 defa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the C

August 1, 2013 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2013 (July 30, 2013) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Co

August 1, 2013 DEF 14A

- CYBERONICS 2013 PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]

June 19, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

10-K 1 form10-k.htm FORM 10-K FOR THE FISCAL YEAR ENDED APRIL 26, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 26, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transi

June 19, 2013 EX-10.71

First Amendment to Employment Agreement

EXHIBIT 10.71 First Amendment to Employment Agreement This First Amendment to Employment Agreement (?First Amendment?) is made by and between Cyberonics, Inc., a Delaware corporation (the ?Company?), Milton M. Morris, Ph.D. (?Executive?) to be effective on June 5, 2012 (the ?Effective Date?). The Company and Executive entered into an Employment Agreement effective on January 1, 2011 (the ?Agreemen

June 5, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - Q4 FY13 EARNINGS RELEASE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2013 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Numb

June 5, 2013 EX-99.1

CYBERONICS REPORTS RECORD QUARTER AND ANNUAL RESULTS AND PROVIDES FISCAL 2014 GUIDANCE Fiscal 2013 Net Sales of $254 million, a 16% Increase Record Income from Operations

Exhibit 99.1 For Release Wednesday, June 5, 2013; 7:00 AM ET CYBERONICS REPORTS RECORD QUARTER AND ANNUAL RESULTS AND PROVIDES FISCAL 2014 GUIDANCE Fiscal 2013 Net Sales of $254 million, a 16% Increase Record Income from Operations HOUSTON, Texas, June 5, 2013 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the fourth quarter and fiscal year ended April 26, 2013. Annual highlights Ope

May 28, 2013 8-K

Other Events - ZABARA LAWSUIT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2013 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Numb

February 22, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2013 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

February 22, 2013 EX-10.4

PERFORMANCE RESTRICTED STOCK AGREEMENT

EX-10.4 5 ex10-4.htm FORM OF PERFORMANCE BASED RESTRICTED STOCK AGREEMENT UNDER THE CYBERONICS INC 2009 STOCK PLAN EXHIBIT 10.4 PERFORMANCE RESTRICTED STOCK AGREEMENT THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made effective as of (the “Grant Date”), between CYBERONICS, INC., a Delaware corporation (the “Company”), and (the “Grantee”). 1. Award. Pursuant to the CYBERONICS, INC. 2009 STO

February 22, 2013 EX-10.3

RESTRICTED STOCK AGREEMENT

EXHIBIT 10.3 RESTRICTED STOCK AGREEMENT THIS RESTRICTED STOCK AGREEMENT (this ?Agreement?) is made effective as of [ ] (the ?Grant Date?), between Cyberonics, Inc., a Delaware corporation (the ?Company?), and [ ] (the ?Grantee?). 1. Award. Pursuant to the CYBERONICS, INC. 2009 STOCK PLAN (the ?Plan?), as of the Grant Date [ ] shares (the ?Restricted Shares?) of the Company?s common stock shall be

February 22, 2013 EX-10.5

PHANTOM STOCK AGREEMENT THIS PHANTOM STOCK AGREEMENT (this ?Agreement?) is made effective as of _________________ (the ?Grant Date?), between CYBERONICS, INC., a Delaware corporation (the ?Company?), and __________________ (the ?Grantee?). 1. Award.

EXHIBIT 10.5 PHANTOM STOCK AGREEMENT THIS PHANTOM STOCK AGREEMENT (this ?Agreement?) is made effective as of (the ?Grant Date?), between CYBERONICS, INC., a Delaware corporation (the ?Company?), and (the ?Grantee?). 1. Award. Pursuant to the CYBERONICS, INC. 2009 STOCK PLAN (the ?Plan?), as of the Grant Date and on the terms and conditions herein and in the Plan, the Company hereby awards to Grant

February 22, 2013 EX-10.1

CYBERONICS, INC. 2009 STOCK PLAN STOCK OPTION AGREEMENT

EXHIBIT 10.1 CYBERONICS, INC. 2009 STOCK PLAN STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in CYBERONICS, INC. 2009 STOCK PLAN (the ?Plan?) shall have the same defined meanings in this Option Agreement. I. NOTICE OF STOCK OPTION GRANT [Name] (?Optionee?) You have been granted an option to purchase Common Stock of the Company, subject to the terms and conditions of the

February 22, 2013 EX-10.2

GRANTEE RESTRICTED STOCK AGREEMENT

EXHIBIT 10.2 GRANTEE RESTRICTED STOCK AGREEMENT THIS RESTRICTED STOCK AGREEMENT (this ?Agreement?) is made effective as of (the ?Grant Date?), between CYBERONICS, INC., a Delaware corporation (the ?Company?), and (the ?Grantee?), whose address is . 1. Award. Pursuant to the CYBERONICS, INC. 2009 STOCK PLAN (the ?Plan?), as of the Grant Date [] shares (the ?Restricted Shares?) of the Company?s comm

February 22, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended January 25, 2013 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBER

February 22, 2013 EX-10.6

PHANTOM STOCK AGREEMENT

EX-10.6 7 ex10-6.htm FORM OF PERFORMANCE BASED PHANTOM STOCK AGREEMENT UNDER THE CYBERONICS INC 2009 STOCK PLAN EXHIBIT 10.6 PHANTOM STOCK AGREEMENT THIS PHANTOM STOCK AGREEMENT (this “Agreement”) is made effective as of (the “Grant Date”), between CYBERONICS, INC., a Delaware corporation (the “Company”), and (the “Grantee”). 1. Award. Pursuant to the CYBERONICS, INC. 2009 STOCK PLAN (the “Plan”),

February 22, 2013 EX-99.1

CYBERONICS REPORTS FISCAL 2013 THIRD QUARTER RESULTS Sales of $63 million – 15% Growth Income from Operations increases by 25% Provides Depression Update

Exhibit 99.1 For Release Friday, February 22, 2013; 7:00 AM ET CYBERONICS REPORTS FISCAL 2013 THIRD QUARTER RESULTS Sales of $63 million – 15% Growth Income from Operations increases by 25% Provides Depression Update HOUSTON, Texas, February 22, 2013 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended January 25, 2013. Quarterly highlights Operating results for the third

February 14, 2013 SC 13G/A

CYBX / Cyberonics, Inc. / Palo Alto Investors LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7) Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

February 11, 2013 SC 13G/A

CYBX / Cyberonics, Inc. / VANGUARD GROUP INC Passive Investment

cyberonicsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Cyberonics Inc Title of Class of Securities: Common Stock CUSIP Number: 23251P102 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to desi

February 7, 2013 SC 13G/A

CYBX / Cyberonics, Inc. / WADDELL & REED FINANCIAL INC - CYBERONICS, INC. Passive Investment

Cyberonics, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 1* Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

February 7, 2013 EX-2

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

February 7, 2013 EX-1

JOINT FILING AGREEMENT

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

February 7, 2013 EX-3

POWER OF ATTORNEY

Power of Attorney EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc.

December 14, 2012 S-8

- CYBERONICS, INC., 2009 STOCK PLAN

As filed with the Securities and Exchange Commission on December 14, 2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 19, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended October 26, 2012 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBER

November 16, 2012 EX-99.1

CYBERONICS REPORTS FISCAL 2013 SECOND QUARTER RESULTS Record Sales of $63 million – 17% Growth Increases Full Year Guidance

Exhibit 99.1 For Release Friday, November 16, 2012; 7:00 AM ET CYBERONICS REPORTS FISCAL 2013 SECOND QUARTER RESULTS Record Sales of $63 million – 17% Growth Increases Full Year Guidance HOUSTON, Texas, November 16, 2012 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended October 26, 2012. Quarterly highlights Operating results for the second quarter of fiscal 2013 compa

November 16, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - Q3 FY13 EARNINGS RELEASE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2012 [Missing Graphic Reference] Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of inc

September 20, 2012 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2012 (September 19, 2012) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorpora

September 11, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - STOCK PLAN DISCLOSURE & MERRILL LYNCH WARRANT AMENDMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2012 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission Fil

September 11, 2012 EX-10.1

WARRANT AMENDMENT AGREEMENT CYBERONICS, INC. MERRILL LYNCH INTERNATIONAL MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED AS AGENT

Exhibit 10.1 WARRANT AMENDMENT AGREEMENT BETWEEN CYBERONICS, INC. AND MERRILL LYNCH INTERNATIONAL THROUGH MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED AS AGENT THIS WARRANT AMENDMENT AGREEMENT (this “Amendment Agreement”) is made as of September 11, 2012, between Cyberonics, Inc. (“Counterparty”), and Merrill Lynch International (“ML”) through its agent Merrill Lynch, Pierce, Fenner & Smith

August 29, 2012 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 27, 2012 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number

August 28, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 27, 2012 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBERONI

August 28, 2012 EX-99.1

CYBERONICS REPORTS FISCAL 2013 FIRST QUARTER RESULTS Record Net Sales of $60.3 million Net Epilepsy Sales Growth of 15%

Exhibit 99.1 For Release Tuesday, August 28, 2012; 7:00 AM EDT CYBERONICS REPORTS FISCAL 2013 FIRST QUARTER RESULTS Record Net Sales of $60.3 million Net Epilepsy Sales Growth of 15% HOUSTON, Texas, August 28, 2012 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended July 27, 2012. Quarterly highlights Operating results and other achievements for the first quarter of fisc

August 28, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - EARNINGS RELEASE FIRST QUARTER FISCAL 2013

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2012 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File N

August 3, 2012 DEFA14A

- DEFINITIVE ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ]

August 2, 2012 DEF 14A

- CYBERONICS, INC. PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]

June 18, 2012 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 27, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19806 C

June 15, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 27, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19806 Cyberonics, Inc. (E

June 6, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - Q4 FY12 EARNINGS RELEASE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2012 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Numb

June 6, 2012 EX-99.1

CYBERONICS REPORTS RECORD QUARTER AND ANNUAL RESULTS AND PROVIDES FISCAL 2013 GUIDANCE

EX-99.1 3 ex99.htm PRESS RELEASE OF CYBERONICS, INC. EXHIBIT 99.1 For Release Wednesday, June 6, 2012; 7:00 AM ET CYBERONICS REPORTS RECORD QUARTER AND ANNUAL RESULTS AND PROVIDES FISCAL 2013 GUIDANCE Fiscal 2012 Net Sales of $219 million, a 15% Increase Income from Operations Increased by 24% over Fiscal 2011 HOUSTON, Texas June 6, 2012 - Cyberonics, Inc. (NASDAQ:CYBX), a global leader in epileps

February 24, 2012 EX-10.3

RESIGNATION AGREEMENT

RESIGNATION AGREEMENT This Agreement by and between JAMES A. REINSTEIN (?Mr. Reinstein?) a resident of Houston, Texas, and CYBERONICS, INC. (?Cyberonics? or ?Company?), a Delaware corporation, is made and effective the 24th day of February, 2012 (?Effective Date?). WHEREAS, Mr. Reinstein is employed by Cyberonics as Senior Vice President and Chief Commercial Officer pursuant to an Employment Agree

February 24, 2012 EX-99.1

CYBERONICS REPORTS RECORD FISCAL 2012 THIRD QUARTER RESULTS Net Sales Increases 16% to $54.5 million Operating Income Increases 40% to $16.4 million Company Increases Guidance

EXHIBIT 99.1 For Release Friday, February 24, 2012; 8:00 AM ET CYBERONICS REPORTS RECORD FISCAL 2012 THIRD QUARTER RESULTS Net Sales Increases 16% to $54.5 million Operating Income Increases 40% to $16.4 million Company Increases Guidance HOUSTON, Texas, February 24, 2012 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended January 27, 2012. Quarterly highlights Operating

February 24, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended January 27, 2012 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBER

February 24, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FY12 Q3 EARNINGS RELEASE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2012 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

February 14, 2012 EX-3

POWER OF ATTORNEY

Power of Attorney EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc.

February 14, 2012 EX-2

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

February 14, 2012 EX-1

JOINT FILING AGREEMENT

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

February 14, 2012 SC 13G

CYBX / Cyberonics, Inc. / WADDELL & REED FINANCIAL INC - CYBERONICS, INC. Passive Investment

Cyberonics, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cyberonics, Inc.* (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

February 13, 2012 SC 13G/A

CYBX / Cyberonics, Inc. / Palo Alto Investors LP - CYBERONICS, INC. - SCH 13G AMENDMENT NO. 6 Passive Investment

CUSIP No. 23251P102 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

February 8, 2012 SC 13G

CYBX / Cyberonics, Inc. / VANGUARD GROUP INC Passive Investment

cyberonicsinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:0 )* Name of issuer: Cyberonics Inc Title of Class of Securities: Common Stock CUSIP Number: 23251P102 Date of Event Which Requires Filing of this Statement: December 31, 2011 Check the appropriate box to desig

November 21, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended October 28, 2011 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBER

November 18, 2011 EX-99.1

CYBERONICS REPORTS FISCAL 2012 SECOND QUARTER RESULTS Record Net Sales of $53.7 million Record Operating Income of $15.1 million Continued International Improvement Additional One Million Share Repurchase Authorized

Exhibit 99.1 For Release Friday, November 18, 2011; 8:00 AM ET CYBERONICS REPORTS FISCAL 2012 SECOND QUARTER RESULTS Record Net Sales of $53.7 million Record Operating Income of $15.1 million Continued International Improvement Additional One Million Share Repurchase Authorized HOUSTON, Texas, November 18, 2011 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended October

November 18, 2011 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2011 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File

October 11, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2011 (October 6, 2011) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation)

September 26, 2011 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2011 (September 22, 2011) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorpora

September 20, 2011 EX-10.2

FIRST AMENDMENT TO PURCHASE AND SALE GREEMENT

EX-10.2 6 ex102.htm FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT EXHIBIT 10.2 FIRST AMENDMENT TO PURCHASE AND SALE GREEMENT This First Amendment to Purchase Agreement ("Amendment") is made as of the 14th day of September, 2011, between the parties indicated below as Seller ("Seller"), and CYBERONICS, INC. a Delaware corporation ("Purchaser"). Background Facts A. Seller and Purchaser entered into

September 20, 2011 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets

8-K 1 form8k.htm BUILDING PURCHASE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2011 (September 15, 2011) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State

September 20, 2011 EX-10.1

PURCHASE AND SALE AGREEMENT Cyberonics Building ARTICLE 1: PROPERTY/PURCHASE PRICE

EXHIBIT 10.1 PURCHASE AND SALE AGREEMENT Cyberonics Building ARTICLE 1: PROPERTY/PURCHASE PRICE 1.1 Certain Basic Terms. (a) Purchaser and Notice Address: With a copy to: Cyberonics, Inc. Winstead PC Attn: Chief Executive Officer Attn: Barry E. Putterman 100 Cyberonics Blvd 600 Travis, Suite 1100 Houston, Texas 77058 Houston, Texas 77002 Telephone: 281/228-7245 Telephone: 713/650-2704 Facsimile: 2

August 25, 2011 EX-99.1

CYBERONICS REPORTS FISCAL 2012 FIRST QUARTER RESULTS Record Net Sales of $52.7 million Net Sales Growth of 18% Significant International Improvement

Exhibit 99.1 For Release Thursday, August 25, 2011; 8:00 AM ET CYBERONICS REPORTS FISCAL 2012 FIRST QUARTER RESULTS Record Net Sales of $52.7 million Net Sales Growth of 18% Significant International Improvement HOUSTON, Texas, August 25, 2011 - Cyberonics, Inc. (NASDAQ:CYBX) today announced results for the quarter ended July 29, 2011. The financial and operating results reported here include the

August 25, 2011 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2011 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File N

August 25, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 29, 2011 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBERONI

August 5, 2011 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [???

August 5, 2011 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [∙∙∙

August 4, 2011 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]

August 4, 2011 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]

July 27, 2011 EX-10.2

First Amendment to Employment Agreement

EX-10.2 4 ex102.htm FORM OF FIRST AMENDMENT TO EMPLOYMENT AGREEMENT EFFECTIVE JULY 25, 2011 (AS TO MESSRS. BROWNE, MORRIS, REINSTEIN AND WISE Exhibit 10.2 First Amendment to Employment Agreement This First Amendment to Employment Agreement (“First Amendment”) is made by and between Cyberonics, Inc., a Delaware corporation (the “Company”), and (Executive”) to be effective on July 25, 2011 (the “Eff

July 27, 2011 EX-10.1

First Amendment to Employment Agreement

Exhibit 10.1 First Amendment to Employment Agreement This First Amendment to Employment Agreement (?First Amendment?) is made by and between Cyberonics, Inc., a Delaware corporation (the ?Company?), and Daniel Jeffrey Moore (?Executive?) to be effective on July 25, 2011 (the ?Effective Date?). The Company and Executive entered into an Employment Agreement dated March 23, 2011 (the ?Agreement?). Th

July 27, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2011 (July 25, 2011) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Com

June 16, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 29, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-19806 Cyberonics, Inc. (E

June 15, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2011 (June 6, 2011) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Comm

June 2, 2011 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2011 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Numb

June 2, 2011 EX-99.1

CYBERONICS REPORTS RECORD FISCAL 2011 RESULTS AND PROVIDES FISCAL 2012 GUIDANCE

EXHIBIT 99.1 For Release Thursday, June 2, 2011; 7:00 AM ET CYBERONICS REPORTS RECORD FISCAL 2011 RESULTS AND PROVIDES FISCAL 2012 GUIDANCE Fiscal 2011 Net Sales of $190.5 million, a 14% increase Income from Operations Increased by 33% over Fiscal 2010 HOUSTON, Texas June 2, 2011 - Cyberonics, Inc. (NASDAQ:CYBX), a global leader in epilepsy management, today announced results for the fourth quarte

March 29, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2011 (March 23, 2011) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (C

March 29, 2011 EX-10.1

EMPLOYMENT AGREEMENT

EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made by and between Cyberonics, Inc., a Delaware corporation (the ?Company?) and Daniel Jeffrey Moore (?Executive?) to be effective on March 23, 2011 (the ?Effective Date?). The Board of Directors of the Company (?Board?) desires to continue to employ Executive as the Company?s President and Chief Executive Officer and to

March 2, 2011 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2011 Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation) (Commission File Num

March 2, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended January 28, 2011 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-19806 CYBER

March 2, 2011 EX-99.1

CYBERONICS REPORTS STRONG FISCAL 2011 THIRD QUARTER RESULTS AND INCREASES GUIDANCE

EXHIBIT 99.1 For Release Wednesday, March 2, 2011; 6:00 AM ET CYBERONICS REPORTS STRONG FISCAL 2011 THIRD QUARTER RESULTS AND INCREASES GUIDANCE Net Sales Increase 15% to $47.1 million Income from Operations Increases by 30% over Q3 FY 10 HOUSTON, Texas March 2, 2011 - Cyberonics, Inc. (NASDAQ:CYBX), a global leader in epilepsy management, today announced results for the quarter ended January 28,

February 14, 2011 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

February 11, 2011 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.5) Cyberonics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 23251P102 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

February 10, 2011 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:1 )*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:1 )* Name of issuer: CYBERONICS INC Title of Class of Securities: COMMON STOCK CUSIP Number: 23251P102 Date of Event Which Requires Filing of this Statement: December 31, 2010 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: (X) Ru

February 4, 2011 CORRESP

February 4, 2011

February 4, 2011 Mr. Brian Cascio Accounting Branch Chief Securities and Exchange Commission Division of Corporation Finance Mail Stop 3030 Washington, D.C. 20549 RE: Cyberonics, Inc. (the "Company") Form 10-K for the fiscal year ended April 30, 2010 Filed June 17, 2010 Form 10-Q for the fiscal quarter ended October 29, 2010 Form 8-K dated November 22, 2010 File No. 000-19806 Dear Mr. Cascio: Set

January 5, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2011 (January 4, 2011) Cyberonics, Inc. (Exact name of registrant as specified in its charter) DELAWARE 000-19806 76-0236465 (State or other jurisdiction of incorporation)

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