SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
DURAN LISE W

(Last) (First) (Middle)
9924 WEST 74TH STREET

(Street)
EDEN PRAIRIE MN 55344

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SURMODICS INC [ SRDX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP Product Development
3. Date of Earliest Transaction (Month/Day/Year)
01/26/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 40,539 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $8.063 (1) 09/20/2006 Common Stock 16,000 16,000 D
Employee Stock Option (Right to Buy) $25.094 (2) 09/18/2007 Common Stock 16,000 16,000 D
Employee Stock Option (Right to Buy) $29.17 (3) 03/17/2010 Common Stock 6,000 6,000 D
Non-Qualified Stock Option (Right to Buy) $21.36 01/26/2004 A 5,000 (4) 01/26/2011 Common Stock 5,000 $0 5,000 D
Explanation of Responses:
1. Exercisable in annual increments of 3,200 shares each commencing on 9/20/00.
2. Exercisable in annual increments of 2,800 shares each commencing on 9/18/01 thru 9/18/03, 2,944 on 9/18/04, 3,984 on 9/18/05 and 672 on 9/18/06.
3. Exercisable in annual increments of 1,200 shares each commencing on 3/17/04.
4. Exercisable in annual increments of 1,000 shares each commencing on 1/26/05.
Remarks:
Lise W. Duran by Philip D. Ankeny pursuant to power of attorney filed herewith 01/29/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY





 The undersigned hereby constitutes and appoints Philip D. Ankeny, David C.

Grorud and Melodie R. Rose ("Attorney-in-Fact"), or any one of them acting alone,

the undersigned's true and lawful attorney-in-fact and agent with full power of

substitution and resubstitution, for the undersigned and in the undersigned's name,

place and stead, in any and all capacities, to sign any or all Forms 4 or Forms 5

relating to beneficial ownership of securities of SurModics (the "Issuer"), to file the

same, with all exhibits thereto and other documents in connection therewith, with the

Securities and Exchange Commission and to deliver a copy of the same to the Issuer,

granting unto said attorney-in-fact and agent full power and authority to do and

perform each and every act and thing requisite and necessary to be done in and about

the premises, as fully to all intents and purposes as the undersigned might or could

do in person, hereby ratifying and confirming all said attorney-in-fact and agent, or

his substitute or substitutes, may lawfully do or cause to be done by virtue thereof.

The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such

capacity at the request of the undersigned, is not assuming any of the undersigned's

responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.



 This Power of Attorney shall remain in effect until such time as the

undersigned is no longer subject to the provisions of Section 16 of the Securities

Exchange Act of 1934 with respect to securities of the Issuer or until this Power of

Attorney is replaced by a later dated Power of Attorney or revoked by the

undersigned in writing.



 The undersigned hereby indemnifies the Attorneys-in-Fact for all losses and

costs the Attorneys-in-Fact may incur in connection with or arising from the

Attorneys-in-Fact's execution of their authorities granted hereunder.



 IN WITNESS WHEREOF, the undersigned has caused this Power of

Attorney to be executed as of this 23rd day of December, 2003.





       /s/ Lise W. Duran

       Lise W. Duran