SSRG / Symmetry Surgical Inc. - Документы SEC, Годовой отчет, Доверенное заявление

SSRG / Symmetry Surgical Inc. / Boston Partners - ROBECO INVESTMENT MANAGEMENT INC. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* SYMMETRY SURGICAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 87159G100 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

SSRG / Symmetry Surgical Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SYMMETRY SURGICAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 87159G100 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

SSRG / Symmetry Surgical Inc. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

JOINT FILING STATEMENT STATEMENT PURSUANT TO RULE 13D-1(K)(1)

Exhibit 1 JOINT FILING STATEMENT STATEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G Amendment 2 under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, par value $0.

Symmetry Surgical 15-12B

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 001-36770 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in i

Symmetry Surgical S-8 POS

S-8 POS 1 v444080s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 13, 2016 Registration No. 333-201217 United States SECURITIES AND EXCHANGE cOMMISSION Washington, D.C. 20549 Post-effective amendment no. 1 To fOrm S-8 Registration Statement No. 333-201217 registration statement under the securities act of 1933 Symmetry Surgical inc. (Exact name of registrant as specif

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): July 5, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Commission File (I.R.S. Employer

RoundTable Healthcare Partners Closes on Acquisition of Symmetry Surgical Inc. Acquisition Provides a New Platform Investment in Surgical Instrumentation and Specialty Devices

Exhibit 99.1 News Release 272 E. Deerpath Road, Suite 350 Lake Forest, IL 60045 Ph: 847/739-3200; Fax: 847/482-9215 Media Contact: Barb Melendez, 847/739-3200 RoundTable Healthcare Partners Closes on Acquisition of Symmetry Surgical Inc. Acquisition Provides a New Platform Investment in Surgical Instrumentation and Specialty Devices LAKE FOREST, IL, JULY 5, 2016 ? RoundTable Healthcare Partners (?

SSRG / Symmetry Surgical Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Symmetry Surgical Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87159G100 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite

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, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, 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

8-K 1 v4434238k.htm FORM 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): July 1, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Com

SYMMETRY SURGICAL INC. (a Delaware corporation) AMENDED AND RESTATED BYLAWS ARTICLE I Offices

EX-3.2 3 v443423ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 SYMMETRY SURGICAL INC. (a Delaware corporation) AMENDED AND RESTATED BYLAWS ARTICLE I Offices Section 1.1 Registered Office. Symmetry Surgical Inc. (the “Corporation”) shall maintain its registered office in the State of Delaware at Corporation Service Company, 2711 Centerville Road, Suite 400, Wilmington, County of New Castle, DE 19808. Section 1.

Submission of Matters to a Vote of Security Holders

8-K 1 v4434658k.htm FORM 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): July 1, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Com

Symmetry Surgical S-8 POS

As filed with the Securities and Exchange Commission on July 1, 2016 Registration No.

SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SYMMETRY SURGICAL INC.

Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SYMMETRY SURGICAL INC. Symmetry Surgical Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware. DOES HEREBY CERTIFY: FIRST: That the Corporation was originally incorporated pursuant to the General Corporation Law of the State of Delaware on July

Symmetry Surgical DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? 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)) ? Definitive Proxy State

Symmetry Surgical PRELIMINARY PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? 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)) ? Definitive Proxy State

Symmetry Surgical 10-Q (Quarterly Report)

10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2016 Commission File Number: 001-36770 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other jurisdiction of incorporation or

Symmetry Surgical Reports First Quarter 2016 Financial Results

EX-99.1 2 v438980ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 PRESS RELEASE Contact: Symmetry Surgical Inc. Scott D. Kunkel Senior Vice President Chief Financial Officer (615) 964-5276 Investors and Media: The Ruth Group Zack Kubow (646) 536-7020 [email protected] Symmetry Surgical Reports First Quarter 2016 Financial Results First Quarter 2016 and Recent Highlights: · Achieved 2.2% revenue growth,

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 v4389808k.htm 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): May 5, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Commissio

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): May 3, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

Conference Call to Announce Acquisition of Symmetry Surgical Inc. by RoundTable Healthcare Partners The Ruth Group

Exhibit 99.1 May 3, 2016 Conference Call to Announce Acquisition of Symmetry Surgical Inc. by RoundTable Healthcare Partners The Ruth Group Thank you, operator, and thank you, everyone, for participating in today's conference call to discuss Symmetry Surgical's first quarter 2016 preliminary financial results and the proposed transaction for Symmetry Surgical to be acquired by RoundTable Healthcar

Conference Call to Announce Acquisition of Symmetry Surgical Inc. by RoundTable Healthcare Partners The Ruth Group

Exhibit 99.1 May 3, 2016 Conference Call to Announce Acquisition of Symmetry Surgical Inc. by RoundTable Healthcare Partners The Ruth Group Thank you, operator, and thank you, everyone, for participating in today's conference call to discuss Symmetry Surgical's first quarter 2016 preliminary financial results and the proposed transaction for Symmetry Surgical to be acquired by RoundTable Healthcar

Symmetry Surgical CURRENT REPORT

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 3, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

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): May 2, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash

Exhibit 99.1 Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash Highlights: ? Transaction values Symmetry Surgical Inc. at approximately $140.3 million ? Pre-announces financial results for the first quarter ended April 2, 2016 ? Conference Call to Discuss Transaction Scheduled for 8:00 am ET on Tuesday, May 3, 2016 Nashville, TN ? May 2, 2016 Symm

Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash Investor Questions and Answers

Exhibit 99.2 May 2, 2016 Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash Investor Questions and Answers 1. Was this a competitive situation with multiple offers? Did any strategic buyers make a bid or look at the deal? Yes, this was a competitive situation and the company received multiple offers. A range of buyers considered the opportunity. 2.

AGREEMENT AND PLAN OF MERGER by and among SYMMETRY SURGICAL HOLDINGS, INC., SYMMETRY ACQUISITION CORP, INC. SYMMETRY SURGICAL INC. Dated as of May 2, 2016 TABLE OF CONTENTS

EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among SYMMETRY SURGICAL HOLDINGS, INC., SYMMETRY ACQUISITION CORP, INC. and SYMMETRY SURGICAL INC. Dated as of May 2, 2016 TABLE OF CONTENTS Article I Defined Terms and Interpretation 1 Section 1.1. Certain Definitions 1 Section 1.2. Terms Defined Elsewhere 10 Section 1.3. Interpretation 12 Article II The Merger 13 Section 2.1. The

Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash

EX-99.1 3 v438567ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash Highlights: · Transaction values Symmetry Surgical Inc. at approximately $140.3 million · Pre-announces financial results for the first quarter ended April 2, 2016 · Conference Call to Discuss Transaction Scheduled for 8:00 am ET on Tuesday, May

Symmetry Surgical FORM 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): May 2, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash Investor Questions and Answers

EX-99.2 4 v438567ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 May 2, 2016 Symmetry Surgical Inc. to be acquired by RoundTable Healthcare Partners for $13.10 per share in cash Investor Questions and Answers 1. Was this a competitive situation with multiple offers? Did any strategic buyers make a bid or look at the deal? Yes, this was a competitive situation and the company received multiple offers. A range

AGREEMENT AND PLAN OF MERGER by and among SYMMETRY SURGICAL HOLDINGS, INC., SYMMETRY ACQUISITION CORP, INC. SYMMETRY SURGICAL INC. Dated as of May 2, 2016 TABLE OF CONTENTS

EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among SYMMETRY SURGICAL HOLDINGS, INC., SYMMETRY ACQUISITION CORP, INC. and SYMMETRY SURGICAL INC. Dated as of May 2, 2016 TABLE OF CONTENTS Article I Defined Terms and Interpretation 1 Section 1.1. Certain Definitions 1 Section 1.2. Terms Defined Elsewhere 10 Section 1.3. Interpretation 12 Article II The Merger 13 Section 2.1. The

Submission of Matters to a Vote of Security Holders

8-K 1 v4380648k.htm FORM 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): April 27, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commis

BYLAWS SYMMETRY SURGICAL INC. As Amended Through April 15, 2016 ARTICLE I

EX-3.1 2 v437446ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 BYLAWS OF SYMMETRY SURGICAL INC. As Amended Through April 15, 2016 ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be located at 1209 Orange Street, in the City of Wilmington, County of New Castle, Delaware 19801. The name of the Corporation’s registered agent at such address s

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): April 15, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 001-36770 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S

Symmetry Surgical DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 Definitive Proxy State

March 3, 2016

Exhibit 16.1 March 3, 2016 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated March 3, 2016, of Symmetry Surgical, Inc. and are in agreement with the statements contained in paragraph 2 thereof. We have no basis to agree or disagree with other statements of the registrant contained therein. /s/ Ernst & Young LLP

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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 3, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Emplo

Symmetry Surgical 10-K (Annual Report)

10-K 1 ssrg-2015x10k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 2, 2016 Commission File Number: 001-36770 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other jurisdiction

SUBSIDIARY LISTING

EX-21.1 4 ssrg-ex2112015q4.htm EXHIBIT 21.1 EXHIBIT 21.1 SUBSIDIARY LISTING The companies listed below are the primary subsidiaries of the Company. The financial data for these subsidiaries comprised the Company’s consolidated and combined financial statements. Name of Company Organized Under Laws of Domestic: Olsen Medical, LLC Delaware Symmetry Surgical International Inc. Delaware Specialty Surg

SECOND AMENDMENT TO CREDIT AGREEMENT, CONSENT AND JOINDER

EX-10.19 3 ssrg-ex10192015q4.htm EXHIBIT 10.19 EXHIBIT 10.19 SECOND AMENDMENT TO CREDIT AGREEMENT, CONSENT AND JOINDER THIS SECOND AMENDMENT TO CREDIT AGREEMENT, CONSENT AND JOINDER (this “Amendment”), is made and entered into as of August 28, 2015 (the “Effective Date”), among SYMMETRY SURGICAL INC., a Delaware corporation (“Symmetry”), Specialty Surgical Instrumentation, Inc., a Tennessee corpor

POWER OF ATTORNEY

EXHIBIT 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose name appears below constitutes and appoints Thomas J. Sullivan and Scott D. Kunkel and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for and in his or her name, place and stead, in any and all capacities, to sign the Annual Report on

FIRST AMENDMENT TO CREDIT AGREEMENT

EX-10.18 2 ssrg-ex10182015q4.htm EXHIBIT 10.18 EXHIBIT 10.18 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), is made and entered into as of February 26, 2015 (the “Effective Date”), among SYMMETRY SURGICAL INC., a Delaware corporation (“Symmetry”), Specialty Surgical Instrumentation, Inc., a Tennessee corporation (“SSI”), OLSEN MEDICAL, LLC, a Delaw

PRESS RELEASE

EX-99.1 2 v432234ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 PRESS RELEASE Contact: Investors and Media: Symmetry Surgical Inc. The Ruth Group Scott D. Kunkel Zack Kubow Senior Vice President (646) 536-7020 Chief Financial Officer [email protected] (615) 964-5276 Symmetry Surgical Reports Fourth Quarter and Full Year 2015 Financial Results Fourth Quarter 2015 Highlights: · Achieved 9.1% revenue gro

Results of Operations and Financial Condition, Financial Statements and Exhibits

8-K 1 v4322348k.htm FORM 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 18, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Com

SSRG / Symmetry Surgical Inc. / Moab Capital Partners LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SYMMETRY SURGICAL INC. (Name of Issuer) Common Stock (Title of Class Securities) 87159G100 (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 Sch

Symmetry Surgical ROBECO INVESTMENT MANAGEMENT INC. (Passive Acquisition of More Than 5% of Shares)

ssrga121116.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SYMMETRY SURGICAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 87159G100 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

SSRG / Symmetry Surgical Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SYMMETRY SURGICAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 87159G100 (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 S

SSRG / Symmetry Surgical Inc. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

JOINT FILING STATEMENT PURSUANT TO RULE 13D-1(K)(1)

Exhibit 1 JOINT FILING STATEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G Amendment 1 under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, par value $0.

RESTRICTED STOCK AGREEMENT

EX-10.18 2 v429952ex10-18.htm EXHIBIT 10.18 Exhibit 10.18 RESTRICTED STOCK AGREEMENT THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is made as of January 29, 2016 between Symmetry Surgical Inc., a Delaware corporation (the “Company”), and (“Grantee”). WHEREAS, the Grantee is a director of the Company; and WHEREAS, the grant of the shares of restricted stock (as governed by the Company’s 2014 E

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): January 28, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

SSRG / Symmetry Surgical Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Symmetry Surgical Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87159G100 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite

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): January 1, 2016 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Emp

Regulation FD Disclosure, 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): December 1, 2015 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

FORM OF AMENDMENT TO RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT

EX-10.17 2 v425978ex10-17.htm AMENDMENT TO RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT Exhibit 10.17 FORM OF AMENDMENT TO RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT THIS AMENDMENT TO RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT (the “Amendment”) is made on this 1st day of December, 2015 ("Effective Date") between Symmetry Surgical Inc., a Delaware corporation (the “Company”), and (“Grantee”)

Symmetry Surgical Acquires Single-Use, Low Profile Retractor Product From Insightra® Medical, Inc.

Exhibit 99.1 PRESS RELEASE Contact: Symmetry Surgical Inc. Scott D. Kunkel Senior Vice President Chief Financial Officer (615) 964-5276 Investors and Media: The Ruth Group Zack Kubow (646) 536-7020 [email protected] Symmetry Surgical Acquires Single-Use, Low Profile Retractor Product From Insightra? Medical, Inc. Transaction Highlights: ? Will launch in 2016 as the Symmetry Access? Low Profi

Symmetry Surgical FORM 8-K/A (Current Report/Significant Event)

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): November 9, 2015 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.

Symmetry Surgical SC 13D/A (Activist Acquisition of More Than 5% of Shares)

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Symmetry Surgical Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87159G100 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite

AMENDMENT TO RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT

EX-10.16 2 ssrg-ex101620151003xq3.htm EXHIBIT 10.16 EXHBIT 10.16 AMENDMENT TO RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT THIS AMENDMENT TO RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT (the “Amendment”) is made on this 22nd day of October, 2015 ("Effective Date") between Symmetry Surgical Inc., a Delaware corporation (the “Company”), and (“Grantee”). WHEREAS, the Company and Grantee entered int

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 3, 2015 Commission File Number: 001-36770

10-Q 1 ssrg-20151003x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 3, 2015 Commission File Number: 001-36770 SYMMETRY SURGICAL INC (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other ju

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 5, 2015 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

Symmetry Surgical Reports Third Quarter 2015 Financial Results

Exhibit 99.1 PRESS RELEASE Contact: Symmetry Surgical Inc. Scott D. Kunkel Senior Vice President Chief Financial Officer (615) 964-5276 Investors and Media: The Ruth Group Zack Kubow (646) 536-7020 [email protected] Symmetry Surgical Reports Third Quarter 2015 Financial Results Third Quarter 2015 Highlights: ? Achieved third consecutive quarter of year-over-year revenue growth ? Generated $2

SSRG / Symmetry Surgical Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Symmetry Surgical Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87159G100 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite

SSRG / Symmetry Surgical Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D/A Activist Investment

SC 13D/A 1 d22534dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Symmetry Surgical Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87159G100 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporati

Symmetry Surgical FORM 8-K (Current Report/Significant Event)

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 22, 2015 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Em

Symmetry Surgical DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A 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 Definitive Proxy State

JOINT FILING AGREEMENT

EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the Common Stock, $0.0001 par value, of Symmetry Surgical Inc., a Delaware corporation, and further agree tha

SSRG / Symmetry Surgical Inc. / KING LUTHER CAPITAL MANAGEMENT CORP - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Symmetry Surgical Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 87159G100 (CUSIP Number) Jacob D. Smith Principal, General Counsel & CCO Luther King Capital Management Corporation 301 Commerce Street, Suite 1600 Fort

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2015 Commission File Number: 001-36770 SY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2015 Commission File Number: 001-36770 SYMMETRY SURGICAL INC (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other jurisdiction of incorporation or organi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2015 Commission File Number: 001-36770 SYMME

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2015 Commission File Number: 001-36770 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other jurisdiction of incorporation or organiza

BYLAWS SYMMETRY SURGICAL INC. As Amended Through December 17, 2014 ARTICLE I

EXHIBIT 3.4 BYLAWS OF SYMMETRY SURGICAL INC. As Amended Through December 17, 2014 ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be located at 1209 Orange Street, in the City of Wilmington, County of New Castle, Delaware 19801. The name of the Corporation’s registered agent at such address shall be The Corporation Trust Compa

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 6, 2015 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Empl

Symmetry Surgical Reports Second Quarter 2015 Financial Results

Exhibit 99.1 PRESS RELEASE Contact: Symmetry Surgical Inc. Scott D. Kunkel Senior Vice President Chief Financial Officer (615) 964-5276 Investors and Media: The Ruth Group Zack Kubow (646) 536-7020 [email protected] Symmetry Surgical Reports Second Quarter 2015 Financial Results Second Quarter 2015 Highlights: ? Achieved second consecutive quarter of year over year revenue growth ? Generated

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): December 17, 2014 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.E

SYMMETRY SURGICAL INC. As Amended Through December 17, 2014 ARTICLE I

Exhibit 3.4 BYLAWS OF SYMMETRY SURGICAL INC. As Amended Through December 17, 2014 ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be located at 1209 Orange Street, in the City of Wilmington, County of New Castle, Delaware 19801. The name of the Corporation?s registered agent at such address shall be The Corporation Trust Compa

AMENDMENT TO EXECUTIVE BENEFIT AGREEMENT

EXHIBIT 10.15 AMENDMENT TO EXECUTIVE BENEFIT AGREEMENT This Amendment to Executive Benefit Agreement (the "Amendment") is made and entered into as of May 9, 2015 ("Effective Date") by and between Symmetry Surgical, Inc., a Delaware corporation (the "Company"), and Thomas J. Sullivan (the "Executive"). WITNESSETH WHEREAS, Executive and Company have entered into that certain Executive Benefit Agreem

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2015 Commission File Number: 001-36770 S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2015 Commission File Number: 001-36770 SYMMETRY SURGICAL INC (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other jurisdiction of incorporation or organ

Symmetry Surgical Reports First Quarter 2015 Financial Results

Exhibit 99.1 PRESS RELEASE Contact: Symmetry Surgical Inc. Scott D. Kunkel Senior Vice President Chief Financial Officer (615) 964-5276 Investors and Media: The Ruth Group Zack Kubow (646) 536-7020 [email protected] Symmetry Surgical Reports First Quarter 2015 Financial Results First Quarter 2015 Highlights: ? Achieved year over year and sequential revenue growth ? Generated $2.8 million in

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): May 7, 2015 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.Employe

SYMMETRY SURGICAL INC. AUDIT COMMITTEE CHARTER Effective December 4, 2014

EXHIBIT 10.9 SYMMETRY SURGICAL INC. AUDIT COMMITTEE CHARTER Effective December 4, 2014 I. PURPOSE The Audit Committee (the “Committee”) of Symmetry Surgical Inc. (“Symmetry Surgical” or the “Company”) is appointed by the board of directors (the “Board”) of the company to: (a) assist in the Board’s oversight of: (i) the quality and integrity of the Company’s financial accounting, auditing and repor

EMPLOYMENT AGREEMENT WITH RONDA L. HARRIS

EXHIBIT 10.13 EMPLOYMENT AGREEMENT WITH RONDA L. HARRIS November 28, 2014 Mrs. Ronda Harris Re: Offer of Employment with Symmetry Surgical, Inc. Dear Ronda: On behalf of the Board of Directors of Symmetry Surgical, Inc. (the "Company"), I am pleased to offer you the position of the Company’s Chief Accounting Officer on terms set forth herein. You will report to the Chief Financial Officer and be r

INDEMNITY AGREEMENT

EXHIBIT 10.8 INDEMNITY AGREEMENT This AGREEMENT is made as of , 2015 by and between Symmetry Surgical Inc., a Delaware corporation (the "Corporation"), and (the "Indemnitee"), a director and/or executive officer of the Corporation and/or its subsidiaries or related corporate entities. WHEREAS, it is essential to the Corporation to retain and attract as directors and/or executive officers of the Co

SUBSIDIARY LISTING

EXHIBIT 21.1 SUBSIDIARY LISTING The companies listed below are the primary subsidiaries of the Company. The financial data for these subsidiaries comprised the Company’s consolidated and combined financial statements. Name of Company Organized Under Laws of Domestic: Olsen Medical, LLC Delaware Symmetry Surgical International Inc. Delaware Specialty Surgical Instrumentation, Inc. (d/b/a Symmetry S

POWER OF ATTORNEY

EXHIBIT 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose name appears below constitutes and appoints Thomas J. Sullivan and Scott D. Kunkel and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for and in his or her name, place and stead, in any and all capacities, to sign the Annual Report on

EMPLOYMENT AGREEMENT WITH JOSE FERNANDEZ

EXHIBIT 10.14 EMPLOYMENT AGREEMENT WITH JOSE FERNANDEZ November 28, 2014 Mr. Jose Fernandez Re: Offer of Employment with Symmetry Surgical, Inc. Dear Jose: On behalf of the Board of Directors of Symmetry Surgical, Inc. (the "Company"), I am pleased to offer you the position of the Company’s Chief Technology Officer on terms set forth herein. You will report to the Chief Executive Officer and be re

EMPLOYMENT AGREEMENT WITH SCOTT D. KUNKEL

EXHIBIT 10.11 EMPLOYMENT AGREEMENT WITH SCOTT D. KUNKEL November 28, 2014 Mr. Scott Kunkel Re: Offer of Employment with Symmetry Surgical, Inc. Dear Scott: On behalf of the Board of Directors of Symmetry Surgical, Inc. (the "Company"), I am pleased to offer you the position of the Company’s Senior Vice President and Chief Financial Officer on terms set forth herein. You will report to me, the Chie

EMPLOYMENT AGREEMENT WITH THOMAS J. SULLIVAN

EXHIBIT 10.10 EMPLOYMENT AGREEMENT WITH THOMAS J. SULLIVAN November 28, 2014 Mr. Thomas J. Sullivan Re: Offer of Employment with Symmetry Surgical, Inc. Dear Tom: On behalf of the Board of Directors of Symmetry Surgical, Inc. (the "Company"), I am pleased to offer you the position of the Company’s President and Chief Executive Officer on terms set forth herein. In your capacity as President and Ch

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2015 Commission File Number: 001-36770 SYMMETR

10-K 1 ssrg-2014x10k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2015 Commission File Number: 001-36770 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other jurisdiction

EMPLOYMENT AGREEMENT WITH DAVID C. MILNE

EXHIBIT 10.12 EMPLOYMENT AGREEMENT WITH DAVID C. MILNE November 28, 2014 Mr. David C. Milne Re: Offer of Employment with Symmetry Surgical, Inc. Dear Dave: On behalf of the Board of Directors of Symmetry Surgical, Inc. (the "Company"), I am pleased to offer you the position of the Company’s Chief Administrative (CAO) & Compliance Officer (CCO) and General Counsel (GC) on terms set forth herein. Yo

RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT - EXECUTIVE OFFICER

EXHIBIT 10.7 RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT - EXECUTIVE OFFICER THIS RESTRICTED STOCK AND CASH INCENTIVE AGREEMENT (the “Agreement”) is made on this 2nd day of January, 2015 ("Grant Date") between Symmetry Surgical Inc., a Delaware corporation (the “Company”), and (“Grantee”). WHEREAS, the Grantee is a senior member of the Company’s executive team, whose employment and high achievem

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 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File Number) (I.R.S.E

Symmetry Surgical Reports Fourth Quarter 2014 and Full Year 2014 Financial Results Reiterates 2015 Financial Guidance

Exhibit 99.1 PRESS RELEASE Contact: Symmetry Surgical Inc. Scott D. Kunkel Senior Vice President Chief Financial Officer (615) 964-5276 Investors and Media: The Ruth Group Zack Kubow (646) 536-7020 [email protected] Symmetry Surgical Reports Fourth Quarter 2014 and Full Year 2014 Financial Results Reiterates 2015 Financial Guidance Nashville, TN - February 26, 2015 – Symmetry Surgical Inc. (

SSRG / Symmetry Surgical Inc. / Boston Partners - ROBECO INVESTMENT MANAGEMENT INC. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SYMMETRY SURGICAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 87159G100 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

SSRG / Symmetry Surgical Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SYMMETRY SURGICAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 87159G100 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

SSRG / Symmetry Surgical Inc. / Moab Capital Partners LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SYMMETRY SURGICAL INC. (Name of Issuer) Common Stock (Title of Class Securities) 87159G100 (CUSIP Number) January 23, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

SSRG / Symmetry Surgical Inc. S-8 - - FORM S-8

As filed with the Securities and Exchange Commission on December 23, 2014 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2014 Commission File Number: 333-19

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2014 Commission File Number: 333-198596 SYMMETRY SURGICAL INC (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State or other jurisdiction of incorporation or

CREDIT AGREEMENT dated as of December 5, 2014 by and among SYMMETRY SURGICAL INC., SPECIALTY SURGICAL INSTRUMENTATION, INC. OLSEN MEDICAL, LLC as Borrowers, SYMMETRY SURGICAL INC., as Borrower Representative, GENERAL ELECTRIC CAPITAL CORPORATION, for

Exhibit 10.1 CREDIT AGREEMENT dated as of December 5, 2014 by and among SYMMETRY SURGICAL INC., SPECIALTY SURGICAL INSTRUMENTATION, INC. and OLSEN MEDICAL, LLC as Borrowers, SYMMETRY SURGICAL INC., as Borrower Representative, GENERAL ELECTRIC CAPITAL CORPORATION, for itself, as a Lender and Swingline Lender and as Agent for all Lenders, and THE OTHER FINANCIAL INSTITUTIONS PARTY HERETO, as Lenders

Symmetry Surgical To Begin Trading on NASDAQ Separation from Symmetry Medical Creates Publicly-Traded, Stand-Alone Surgical Device Business

Exhibit 99.1 Symmetry Surgical To Begin Trading on NASDAQ Separation from Symmetry Medical Creates Publicly-Traded, Stand-Alone Surgical Device Business Nashville, TN – December 5, 2014 – Symmetry Surgical Inc. (NASDAQ: SSRG) announced today that its separation from Symmetry Medical Inc. has been successfully completed. Symmetry Surgical will begin trading on the NASDAQ under the symbol “SSRG.” Th

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): December 5, 2014 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 3842 47-1523659 (State or other jurisdiction (Commission File (I.R.S.Employer o

Transaction History

EX-99.B Exhibit B Transaction History Moab L.P. transactions in the Shares since the Reporting Persons first acquired beneficial ownership of the Issuer’s Common Stock on December 5, 2014. Trade Date Number of Shares Purchased (Sold) Price Per Share (Excluding Commission) 12/5/2014 1,100 6.83 12/8/2014 1,200 7.20 12/8/2014 1,550 6.06

Joint Filing Agreement Pursuant to Rule 13d-1

EX-99.A Exhibit A Joint Filing Agreement Pursuant to Rule 13d-1 This agreement is made pursuant to Rule 13d-l(k)(1) under the Securities and Exchange Act of 1934, as amended (the “Act”) by and among the parties listed below, each referenced to herein as a “Joint Filer.” The Joint Filers agree that a statement of beneficial ownership as required by Sections 13(g) or 13(d) of the Act and the Rules t

SSRG / Symmetry Surgical Inc. / Moab Capital Partners LLC - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* SYMMETRY SURGICAL INC. (Name of Issuer) Common Stock (Title of Class of Securities) 87159G100 (CUSIP Number) Chad H. Goldstein Moab Capital Partners, LLC 15 East 62nd Street New York, NY 10065 (212) 981-2623 (Name, Address and Telephone Number of P

SSRG / Symmetry Surgical Inc. 8-A12B - - FORM 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 47-1523659 (State of Incorporation) (I.R.S. Employer Identification No.) 3034 Owen Drive Antioch, Tennessee

SSRG / Symmetry Surgical Inc. 425 - Merger Prospectus - FORM 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): November 21, 2014 SYMMETRY SURGICAL INC. (Exact Name of Registrant as Specified in Charter) Delaware 333-198596 47-1523659 (State or Other Jurisdiction of Incorporation) (Commission F

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): November 21, 2014 SYMMETRY SURGICAL INC. (Exact Name of Registrant as Specified in Charter) Delaware 333-198596 47-1523659 (State or Other Jurisdiction of Incorporation) (Commission F

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): November 18, 2014 SYMMETRY SURGICAL INC. (Exact name of registrant as specified in its charter) Delaware 333-198596 47-1523659 (State or other jurisdiction (Commission File Number) (I

SMA / Symmetry Medical Inc. 425 - Merger Prospectus - 425

Filed by Symmetry Medical Inc. Pursuant to Rule 425 Under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Symmetry Surgical Inc. Commission File No. 333-198596 Subject Company: Symmetry Medical Inc. Commission File No. 001-32374 PRESS RELEASE Contact: Symmetry Medical Inc. Fred L. Hite Senior Vice President Chief Financ

Shares of Common Stock, par value $0.0001 per share, of Symmetry Surgical Inc. PROXY STATEMENT/PROSPECTUS PROPOSED MERGER — YOUR VOTE IS VERY IMPORTANT SYMMETRY MEDICAL INC. NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON DECEMBER 4, 2014 IMP

Filed Pursuant to Rule 424(b)(3) Registration No. 333-198596 Symmetry Medical Inc. Symmetry Surgical Inc. Shares of Common Stock, par value $0.0001 per share, of Symmetry Surgical Inc. This proxy statement/prospectus relates to shares of common stock, par value $0.0001 per share, of Symmetry Surgical Inc. (“Symmetry Surgical”) that Symmetry Surgical may issue in connection with the acquisition of

EX-99.1

EX-99.1 5 v392333ex99x1.htm EXHIBIT 99.1 Exhibit 99.1

SSRG / Symmetry Surgical Inc. CORRESP - -

SYMMETRY SURGICAL INC. 3034 Owen Drive Antioch, Tennessee 37013 October 31, 2014 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Symmetry Surgical Inc. Registration Statement on Form S-4 File No. 333-198596 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1

EX-4.1

EX-4.1 2 v392333ex4-1.htm EXHIBIT 4.1 Exhibit 4.1

SSRG / Symmetry Surgical Inc. S-4/A - - S-4/A

As filed with the Securities and Exchange Commission on October 31, 2014 Registration No.

October 31, 2014

Exhibit 99.2 October 31, 2014 Board of Directors Symmetry Medical, Inc. 3724 North State Road 15 Warsaw, IN 46582 Pursuant to and subject to the provisions of Section 1(b) of the engagement letter (the “Engagement Letter”) by and between Stifel, Nicolaus & Company, Incorporated (“Stifel”) and Symmetry Medical Inc. (the “Company”), Stifel hereby consents to the inclusion of its Opinion (as defined

QUALITY AGREEMENT

EX-10.1 3 v391944ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 QUALITY AGREEMENT This QUALITY AGREEMENT (this “Agreement”), is entered into as of [ ], 2014 (the “Effective Date”) between Symmetry Medical Inc., a Delaware corporation (the “Company”), and Racecar SpinCo, Inc., a Delaware corporation (“SpinCo”). Company and SpinCo are referred to herein collectively as the “Parties,” and each individually as

SHARED IP CROSS LICENSE AGREEMENT SHARED IP CROSS LICENSE AGREEMENT

Exhibit 10.2 SHARED IP CROSS LICENSE AGREEMENT SHARED IP CROSS LICENSE AGREEMENT THIS SHARED IP CROSS LICENSE AGREEMENT (the “Agreement”), dated as of [ ], 2014 (the “Effective Date”), is made and entered into by and between Symmetry Medical Inc., a Delaware Corporation (the “Company”); and Racecar Spinco, Inc., a Delaware Corporation and a wholly owned Subsidiary of the Company (“SpinCo”). Compan

October 23, 2014

Exhibit 99.2 October 23, 2014 Board of Directors Symmetry Medical, Inc. 3724 North State Road 15 Warsaw, IN 46582 Pursuant to and subject to the provisions of Section 1(b) of the engagement letter (the “Engagement Letter”) by and between Stifel, Nicolaus & Company, Incorporated (“Stifel”) and Symmetry Medical Inc. (the “Company”), Stifel hereby consents to the inclusion of its Opinion (as defined

SUPPLY AGREEMENT

Exhibit 10.3 SUPPLY AGREEMENT This SUPPLY AGREEMENT (this “Agreement”), is entered into as of [ ] (the “Effective Date”) between Symmetry Medical Inc., a Delaware corporation (the “Company”), and Racecar SpinCo, Inc., a Delaware corporation (“SpinCo”). Company and SpinCo are referred to herein collectively as the “Parties,” and each individually as a “Party”. WHEREAS, the Parties have entered into

SSRG / Symmetry Surgical Inc. S-4/A - - FORM S-4/A

As filed with the Securities and Exchange Commission on October 24, 2014 Registration No.

TRANSITION SERVICES AGREEMENT BY AND BETWEEN SYMMETRY MEDICAL, INC. RACECAR SPINCO, INC. Dated as of [ ], 2014 TRANSITION SERVICES AGREEMENT

EX-10.4 6 v391944ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 TRANSITION SERVICES AGREEMENT BY AND BETWEEN SYMMETRY MEDICAL, INC. AND RACECAR SPINCO, INC. Dated as of [ ], 2014 TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is dated as of [ ], 2014, by and between: (A) Symmetry Medical Inc. (“Transferor”); and (B) Racecar Spinco, Inc. (“SpinCo”). RECITALS WHEREAS, in c

EX-99.1

EX-99.1 9 v391944ex99-1.htm EXHIBIT 99.1 Exhibit 99.1

SSRG / Symmetry Surgical Inc. CORRESP - -

October 24, 2014 VIA EDGAR and Overnight Delivery Amanda Ravitz Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F.

class action complaint

Exhibit 99.3 STATE OF INDIANA ) IN KOSCIUSKI CIRCUIT COURT ) SS COUNTY OF KOSCIUSKO ) CAUSE NO: 43C01-1409-PL-93 Resolution Partners on Behalf of Itself and All Others Similarly Situated, Plaintiff, v. Thomas J. Sullivan, Craig B. Reynolds, Robert G. Deuster, James S. Burns, Francis T. Nusspickel, John S. Krelle, Symmetry Medical, Inc. Genstar Capital LLC, Tecomet Inc., TecoStar Holdings, Inc. and

SUBSIDIARY LISTING

EXHIBIT 21.1 SUBSIDIARY LISTING Following the spin-off, the companies listed below will be the primary subsidiaries of Symmetry Surgical Inc. The financial data for these subsidiaries comprised the Symmetry Surgical Inc.’s consolidated financial statements. Name of Company Organized Under Laws of Domestic: Olsen Medical, LLC Delaware Symmetry Surgical International Inc. Delaware Specialty Surgical

AMENDED AND RESTATED BYLAWS SYMMETRY SURGICAL INC. ARTICLE I

Exhibit 3.5 AMENDED AND RESTATED BYLAWS OF SYMMETRY SURGICAL INC. ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be located at 1209 Orange Street, in the City of Wilmington, County of New Castle, Delaware 19801. The name of the Corporation’s registered agent at such address shall be The Corporation Trust Company. The register

SECOND AMENDMENT TO EXECUTIVE BENEFIT AGREEMENT

Exhibit 10.6 SECOND AMENDMENT TO EXECUTIVE BENEFIT AGREEMENT This Second Amendment to Executive Benefit Agreement (the "Amendment”) is made and entered into as of , 2014 ("Effective Date") by and between Symmetry Medical, Inc., a Delaware corporation (the "Company"), and Thomas J. Sullivan ("Executive"). WITNESSETH WHEREAS, Company and Executive have entered into an Employment Agreement consisting

SYMMETRY SURGICAL, INC. 2014 EQUITY INCENTIVE PLAN

Exhibit 10.5 SYMMETRY SURGICAL, INC. 2014 EQUITY INCENTIVE PLAN 1. Purpose. This Plan shall be known as the 2014 Equity Incentive Plan (the “Plan”). The purpose of the Plan shall be to promote the long-term growth and profitability of Symmetry Surgical, Inc. (the “Company”) and its Subsidiaries by (i) providing certain directors, officers and employees of, and certain other individuals who perform

STATE of DELAWARE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION SYMMETRY SURGICAL INC.

EX-3.3 2 v390763ex3-3.htm EXHIBIT 3.3 Exhibit 3.3 STATE of DELAWARE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SYMMETRY SURGICAL INC. Symmetry Surgical Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Symmetry Surgical Inc. Symmetry Surgical Inc. was originally incorporated under the name Ra

SSRG / Symmetry Surgical Inc. S-4/A - - S-4/A

As filed with the Securities and Exchange Commission on October 8, 2014 Registration No.

SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS SPECIAL MEETING OF SHAREHOLDERS ____ __, 2014, beginning at _:__ A.M. C.D.T

Exhibit 99.1 Proxy – Symmetry Medical Inc. SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS SPECIAL MEETING OF SHAREHOLDERS , 2014, beginning at : A.M. C.D.T The undersigned, revoking all prior proxies, hereby appoints each of Francis T. Nusspickel and Thomas J. Sullivan proxy and attorney-in-fact, each with the power to appoint his substitute, and hereby authorizes each of them to represent and to v

FIRST AMENDMENT TO SEVERANCE AGREEMENT

Exhibit 10.9 FIRST AMENDMENT TO SEVERANCE AGREEMENT This First Amendment to Severance Agreement (the "Amendment") is made and entered into as of , 2014 (the "Effective Date") by and between Symmetry Medical, Inc., a Delaware corporation ("Company"), and Jose Fernandez (the "Executive"). WITNESSETH WHEREAS, Executive and Company entered into a Severance Agreement on or about November 9, 2010 (the "

SECOND AMENDMENT TO SEVERANCE AGREEMENT

EX-10.8 7 v390763ex10-8.htm EXHIBIT 10.8 Exhibit 10.8 SECOND AMENDMENT TO SEVERANCE AGREEMENT This Second Amendment to Severance Agreement (the "Amendment") is made and entered into as of , 2014 (the "Effective Date") by and between Symmetry Medical, Inc., a Delaware corporation ("Company"), and Fred L. Hite (the "Executive"). WITNESSETH WHEREAS, Executive and Company entered into a Severance Agre

SECOND AMENDMENT TO SEVERANCE AGREEMENT

EX-10.7 6 v390763ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 SECOND AMENDMENT TO SEVERANCE AGREEMENT This Second Amendment to Severance Agreement (the "Amendment") is made and entered into as of , 2014 (the "Effective Date") by and between Symmetry Medical, Inc., a Delaware corporation ("Company"), and David C. Milne (the "Executive"). WITNESSETH WHEREAS, Executive and Company entered into a Severance Ag

SECOND AMENDMENT TO SEVERANCE AGREEMENT

EX-10.10 9 v390763ex10-10.htm EXHIBIT 10.10 Exhibit 10.10 SECOND AMENDMENT TO SEVERANCE AGREEMENT This Second Amendment to Severance Agreement (the "Amendment") is made and entered into as of , 2014 (the "Effective Date") by and between Symmetry Medical, Inc., a Delaware corporation ("Company"), and Ronda Harris (the "Executive"). WITNESSETH WHEREAS, Executive and Company entered into a Severance

October 7, 2014

EX-99.2 14 v390763ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 October 7, 2014 Board of Directors Symmetry Medical, Inc. 3724 North State Road 15 Warsaw, IN 46582 Pursuant to and subject to the provisions of Section 1(b) of the engagement letter (the “Engagement Letter”) by and between Stifel, Nicolaus & Company, Incorporated (“Stifel”) and Symmetry Medical Inc. (the “Company”), Stifel hereby consents to

SSRG / Symmetry Surgical Inc. CORRESP - -

ROPES & GRAY LLP 1211 AVENUE OF THE AMERICAS NEW YORK, NY 10036-8704 WWW.ROPESGRAY.COM October 8, 2014 Via EDGAR and Overnight Delivery Amanda Ravitz Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Symmetry Surgical Inc. Registration Statement on Form S-4, filed September 5, 2014 File No. 333-198596

SUPPLY AGREEMENT

Exhibit 10.3 SUPPLY AGREEMENT This SUPPLY AGREEMENT (this “Agreement”), is entered into as of [•], 2014 (the “Effective Date”) between Symmetry Medical Inc., a Delaware corporation (the “Company”), and Racecar SpinCo, Inc., a Delaware corporation (“SpinCo”). Company and SpinCo are referred to herein collectively as the “Parties,” and each individually as a “Party”. WHEREAS, the Parties have entere

STATE of DELAWARE CERTIFICATE OF INCORPORATION Racecar SpinCo, Inc.

EX-3.1 4 v387460ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 STATE of DELAWARE CERTIFICATE OF INCORPORATION OF Racecar SpinCo, Inc. 1. Name. The name of this corporation is Racecar SpinCo, Inc. 2. Registered Office and Agent. The registered office of this corporation in the State of Delaware is located at 1209 Orange Street in the City of Wilmington 19801, County of New Castle. The name of its registered age

STATE of DELAWARE CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION RACECAR SPINCO, INC.

Exhibit 3.2 STATE of DELAWARE CERTIFICATE OF AMENDMENT Of CERTIFICATE OF INCORPORATION OF RACECAR SPINCO, INC. Racecar SpinCo, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: 1. The name of the corporation is Racecar SpinCo, Inc. 2. The Certificate of Incorporati

787 7th Avenue, 11th Floor | New York, New York 10019 | (212) 847-6680 Stifel, Nicolaus & Company, Incorporated | Member SIPC & NYSE | www.Stifel.com

Exhibit 99.2 August 28, 2014 Board of Directors Symmetry Medical, Inc. 3724 North State Road 15 Warsaw, IN 46582 Pursuant to and subject to the provisions of Section 1(b) of the engagement letter (the “Engagement Letter”) by and between Stifel, Nicolaus & Company, Incorporated (“Stifel”) and Symmetry Medical Inc. (the “Company”), Stifel hereby consents to the inclusion of its Opinion (as defined i

QUALITY AGREEMENT

Exhibit 10.1 QUALITY AGREEMENT This QUALITY AGREEMENT (this “Agreement”), is entered into as of [•], 2014 (the “Effective Date”) between Symmetry Medical Inc., a Delaware corporation (the “Company”), and Racecar SpinCo, Inc., a Delaware corporation (“SpinCo”). Company and SpinCo are referred to herein collectively as the “Parties,” and each individually as a “Party”. WHEREAS, the Parties have ente

Racecar SpinCo, Inc. Section 1. LAW, CERTIFICATE OF INCORPORATION AND BY-LAWS

Exhibit 3.4 BY-LAWS OF Racecar SpinCo, Inc. Section 1. LAW, CERTIFICATE OF INCORPORATION AND BY-LAWS 1.1. These by-laws are subject to the certificate of incorporation of the corporation. In these by-laws, references to law, the certificate of incorporation and by-laws mean the law, the provisions of the certificate of incorporation and the by-laws as from time to time in effect. Section 2. STOCKH

AGREEMENT AND PLAN OF MERGER by and among TECOSTAR HOLDINGS, INC. TECOMET INC., TECOSYM INC. SYMMETRY MEDICAL INC. Dated as of August 4, 2014

Exhibit 2.2 AGREEMENT AND PLAN OF MERGER by and among TECOSTAR HOLDINGS, INC. TECOMET INC., TECOSYM INC. and SYMMETRY MEDICAL INC. Dated as of August 4, 2014 Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the Securities and Exchange Commission upon request. TABLE OF CONTENTS Page A

separation Agreement*

Exhibit 2.1 separation Agreement* Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the Securities and Exchange Commission upon request. * Corrected pages included by mutual agreement of the parties. table of contents Page Article I DEFINITIONS 1 Article II THE SEPARATION 9 Section 2.

SHARED IP CROSS LICENSE AGREEMENT SHARED IP CROSS LICENSE AGREEMENT

Exhibit 10.2 SHARED IP CROSS LICENSE AGREEMENT SHARED IP CROSS LICENSE AGREEMENT THIS SHARED IP CROSS LICENSE AGREEMENT (the “Agreement”), dated as of [•], 2014 (the “Effective Date”), is made and entered into by and between Symmetry Medical Inc., a Delaware Corporation (the “Company”); and Racecar Spinco, Inc., a Delaware Corporation and a wholly owned Subsidiary of the Company (“SpinCo”). Compan

TRANSITION SERVICES AGREEMENT BY AND BETWEEN SYMMETRY MEDICAL, INC. RACECAR SPINCO, INC. Dated as of [•], 2014 TRANSITION SERVICES AGREEMENT

Exhibit 10.4 TRANSITION SERVICES AGREEMENT BY AND BETWEEN SYMMETRY MEDICAL, INC. AND RACECAR SPINCO, INC. Dated as of [•], 2014 TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is dated as of [•], 2014, by and between: (A) Symmetry Medical Inc. (“Transferor”); and (B) Racecar Spinco, Inc. (“SpinCo”). RECITALS WHEREAS, in connection with the transactions contempla

SSRG / Symmetry Surgical Inc. S-4 - - S-4

As filed with the Securities and Exchange Commission on September 5, 2014 Registration No.