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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions  (see General Instruction A.2):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02       Results of Operations And Financial Condition.

On November 10, 2015, SurModics, Inc. (the “Company”) issued a press release (the “Press Release”) announcing the results for the quarter ended September 30, 2015.  A copy of the full text of the Press Release is furnished as Exhibit 99.1 to this report.

The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01       Other Events.

On November 6, 2015, the Company’s Board of Directors authorized a $20 million increase to the Company’s existing share repurchase program, bringing the total amount currently authorized and available under the program to an aggregate of $30 million.  Under the share repurchase program, repurchases may be effected through open market purchases, privately negotiated transactions, block trades, accelerated share repurchase transactions, tender offers, or by any combination of such methods. The share repurchase program does not have a fixed expiration date.

Item 9.01       Financial Statements and Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT INDEX

Exhibit 99.1

SurModics Reports Fourth Quarter Fiscal 2015 Results

• GAAP Revenue Growth of 13% to $17.4 Million and GAAP EPS of $0.22
• Non-GAAP Revenue Up 8% and Non-GAAP EPS of $0.30
• FDA IDE Approval for Early Feasibility Study of the SurVeil™ Drug-Coated Balloon
• Increase in Share Repurchase Authorization to $30.0 Million
• Fiscal 2016 Guidance Outlined

EDEN PRAIRIE, Minn.--(BUSINESS WIRE)--November 10, 2015--SurModics, Inc. (Nasdaq:SRDX), a leading provider of medical device and in vitro diagnostic technologies to the healthcare industry, today announced results for its fiscal 2015 fourth quarter, ended September 30, 2015.

“The SurModics team had an excellent fiscal 2015,” said Gary Maharaj, president and chief executive officer. “We focused on delivering outstanding results from our core businesses while strengthening the transformation for SurModics to become a provider of whole-product solutions to our medical device customers. We continued this momentum into fiscal 2016 as we announced the FDA approval of an early feasibility first-in-human study for the SurModics SurVeil™ drug-coated balloon (DCB).”

Fourth Quarter Revenue and Earnings Summary

GAAP revenue for the fiscal 2015 fourth quarter totaled $17.4 million, compared with $15.3 million in the fiscal 2014 fourth quarter. Fiscal 2015 fourth quarter revenue included $0.8 million of hydrophilic royalty revenue that was deferred because of customer-related contingencies that were resolved during the quarter. These royalties related to the first three quarters of fiscal 2015. Excluding this item, revenue rose 8% in the fiscal 2015 fourth quarter.

Diluted GAAP earnings per share from continuing operations in the fourth quarter of fiscal 2015 were $0.22 compared with $0.18 a year ago. The fourth quarter fiscal 2015 earnings include a $0.04 per share benefit from the contingent royalty revenue items discussed above, offset by a $0.12 per share reduction from a customer claim settlement. The prior-year quarter included a $0.08 per share strategic asset impairment charge. On a non-GAAP comparative basis, earnings per share from continuing operations were $0.30 in the fourth quarter of fiscal 2015 versus $0.26 last year.

Medical Device Segment

The Medical Device business unit accounts for approximately three-quarters of the Company’s revenue. This business, which includes hydrophilic coatings and device drug delivery technologies, posted revenue of $13.1 million in the fourth quarter of fiscal 2015, an increase of 17% compared to the year-ago period as a result of the contingent royalty revenue items noted above, as well as increases in non-contingent hydrophilic royalties, reagent product sales, and research and development contract coating services. Fiscal fourth quarter 2015 hydrophilic coating royalty revenue was $8.9 million, an increase of 13% compared to the year-earlier period, or 4% net of the contingent royalty revenue items. The Medical Device business unit generated $4.7 million of operating income during the fourth quarter, a 24% decline from the year-ago period, with the higher revenue offset by the $2.5 million pre-tax customer claim settlement in September 2015, as well as compensation costs.

Drug-Coated Balloon Update

“We are pleased with our recent milestone: obtaining investigational device exemption (IDE) approval from the FDA to move forward with our SurVeil DCB clinical trial,” said Maharaj. “We are currently developing plans for up to three U.S. sites and expect to enroll our first patient in the second quarter of fiscal 2016.”

In Vitro Diagnostics Segment

The In Vitro Diagnostics (IVD) business unit accounts for approximately one-quarter of the Company’s revenue. Revenue for the fourth quarter of fiscal 2015 totaled $4.2 million, an increase of 3% compared to the year-ago period. The IVD business unit generated $1.3 million of operating income in the fourth quarter of fiscal 2015, which reflects a 7% improvement from a year ago. Operating income benefited from higher revenue and lower sales, general and administrative expenses.

Balance Sheet and Cash Flow

As of September 30, 2015, the Company had $55.6 million of cash and investments and no outstanding debt. SurModics generated cash from operating activities of $15.1 million in fiscal 2015. Capital expenditures and share repurchases totaled $1.9 million and $20.0 million, respectively, for fiscal 2015. The $20.0 million of share repurchases resulted from the first quarter fiscal 2015 accelerated share repurchase program that was announced in SurModics’ fourth quarter fiscal 2014 earnings release. The accelerated share repurchase program was finalized in July 2015 with the retirement of an additional 89,721 common shares. In aggregate, the Company repurchased 847,864 common shares under this program in fiscal 2015.

Share Repurchase Program

SurModics also announced today that its Board of Directors has authorized a $20 million increase to its existing share repurchase program, bringing the total amount currently authorized and available under the program to an aggregate of $30 million. Repurchases may be effected through open market purchases, privately negotiated transactions, block trades, accelerated share repurchase transactions, tender offers or by any combination of these methods. The number of shares to be repurchased and the timing of any repurchases will depend on factors such as our stock price, economic and market conditions, the relative attractiveness of corporate development opportunities and other alternative uses of capital, and corporate and regulatory requirements. The share repurchase authorization does not have a fixed expiration.

Fiscal 2016 Outlook

“We enter fiscal 2016 with three clear priorities: complete an acquisition to accelerate our transformation to providing whole-products solutions to our medical device customers, move ahead with a drug-coated balloon first-in-human clinical trial, and continue to deliver differentiated innovation and service in our medical device and in vitro diagnostics businesses for current and prospective customers,” said Maharaj.

SurModics estimates GAAP revenue for fiscal 2016 to be in the range of $56.0 million to $60.0 million. Fiscal 2016 revenue anticipates the previously disclosed expiration of the U. S. patent protecting the Company’s third generation hydrophilic coatings. Management anticipates diluted GAAP earnings to be in the range of $0.70 to $0.80 per share. The fiscal 2016 earnings per share guidance includes an increase of approximately 15% to 20% in research and development investment over fiscal 2015 levels primarily related to drug coated balloon activities, including paclitaxel and sirolimus applications of the drug-coated balloon platform. The Company also expects slightly lower SG&A expenses as compared to fiscal 2015 levels and a 33.0% to 35.0% income tax rate. The earnings per share and income tax rate guidance exclude the impact of any investment gains or losses. Capital expenditures for fiscal 2016 are projected to range between $3.0 and $3.5 million. The guidance also excludes any shares SurModics may repurchase under the $30.0 million authorization.

Live Webcast

SurModics will host a webcast at 7:30 a.m. CT (8:30 a.m. ET) today to discuss fourth quarter results. To access the webcast, go to the investor relations portion of the Company’s website at www.surmodics.com and click on the webcast icon. A replay of the fourth quarter conference call will be available by dialing 888-203-1112 and entering conference call ID passcode 944630. The audio replay will be available beginning at 10:30 a.m. CT on Tuesday, November 10, 2015, until 10:30 a.m. CT on Tuesday, November 17, 2015.

About SurModics SurVeil™ Drug-Coated Balloon

The SurVeil drug-coated balloon incorporates SurModics’ decades of experience as a leading supplier of surface modification technologies to the medical device industry. It includes a SurModics-proprietary drug-excipient formulation for the balloon coating, and a new and proprietary manufacturing process for the coating applications. It also includes the SurModics Serene™ low-friction, low-particulate hydrophilic coating on the catheter shaft. The SurVeil DCB is not available for sale in the US and is for investigational use only. We plan to initiate a first-in-human clinical trial using SurModics SurVeil drug-coated balloon by the end of the second quarter of fiscal 2016.

About SurModics, Inc.

SurModics partners with the world’s leading and emerging medical device, diagnostic and life science companies to develop and commercialize innovative products designed to improve lives by enabling the detection and treatment of disease. Our mission is to be a trusted partner to our customers by providing the most advanced surface modification technologies and in vitro diagnostic chemical components that help enhance the well-being of patients. The Company’s core offerings include surface modification coating technologies that impart lubricity, prohealing, and biocompatibility characteristics and components for in vitro diagnostic test kits and microarrays. SurModics’ strategy is to build on the product and technical leadership within these fields, and expand the core offerings to generate opportunities for longer term sustained growth. SurModics is headquartered in Eden Prairie, Minnesota. For more information about the Company, visit www.surmodics.com. The content of SurModics’ website is not part of this press release or part of any filings that the Company makes with the SEC.

Safe Harbor for Forward-Looking Statements

This press release contains forward-looking statements. Statements that are not historical or current facts, including statements about beliefs and expectations regarding the Company’s performance in the near- and long-term, including our revenue, earnings and cash flow expectations for fiscal 2016, our fiscal 2016 priorities, and our SurVeil drug-coated balloon, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and important factors could cause actual results to differ materially from those anticipated, including (1) our ability to successfully develop, obtain regulatory approval for, and commercialize our SurVeil drug-coated balloon product, including the timing associated with the initiation of our first-in-human clinical trial; (2) our reliance on third parties (including our customers and licensees) and their failure to successfully develop, obtain regulatory approval for, market and sell products incorporating our technologies; (3) our ability to successfully identify and acquire target companies or achieve expected benefits from acquisitions that are consummated; (4) possible adverse market conditions and possible adverse impacts on our cash flows, and (5) the factors identified under “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended September 30, 2014, and updated in our subsequent reports filed with the SEC. These reports are available in the Investors section of our website at www.surmodics.com and at the SEC website at www.sec.gov. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update them in light of new information or future events.

Use of Non-GAAP Financial Information

In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, SurModics is reporting non-GAAP financial results including non-GAAP net income, non-GAAP diluted net income per share, and EBITDA. We believe that these non-GAAP measures provide meaningful insight into our operating performance excluding certain event-specific matters, and provide an alternative perspective of our results of operations. We use non-GAAP measures, including those set forth in this release, to assess our operating performance and to determine payout under our executive compensation programs. We believe that presentation of certain non-GAAP measures allows investors to review our results of operations from the same perspective as management and our board of directors and facilitates comparisons of our current results of operations. The method we use to produce non-GAAP results is not in accordance with GAAP and may differ from the methods used by other companies. Non-GAAP results should not be regarded as a substitute for corresponding GAAP measures but instead should be utilized as a supplemental measure of operating performance in evaluating our business. Non-GAAP measures do have limitations in that they do not reflect certain items that may have a material impact on our reported financial results. As such, these non-GAAP measures should be viewed in conjunction with both our financial statements prepared in accordance with GAAP and the reconciliation of the supplemental non-GAAP financial measures to the comparable GAAP results provided for the specific periods presented, which are attached to this release.

CONTACT:
SurModics, Inc.
Andy LaFrence, 952-500-7000
Vice President of Finance and Chief Financial Officer