Filing Details
- Accession Number:
- 0001193125-18-041993
- Form Type:
- 13G Filing
- Publication Date:
- 2018-02-13 13:18:02
- Filed By:
- Galen Partners V Lp
- Company:
- Tactile Systems Technology Inc (NASDAQ:TCMD)
- Filing Date:
- 2018-02-13
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Galen Partners V | 825,520 | 0 | 825,520 | 0 | 825,520 | 4.7% |
Galen Partners International V | 70,493 | 0 | 70,493 | 0 | 70,493 | 0.4% |
Galen Management | 11,723 | 0 | 11,723 | 0 | 11,723 | 0.1 2 12. Type of Reporting Person (See Instructions) OO 1 This schedule is filed by Galen Partners V LP ( 147 Galen LP 148 ), Galen Partners International V LP ( 147 Galen International 148 ), Galen Management LLC ( 147 Management 148 ), Galen Partners V, L.L.C. ( 147 Galen 148 ), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the 147 Listed Persons 148 ). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a 147 group 148 for purposes of this Schedule 13G. 2 The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuer 146 s Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. CUSIP No. 87357P 10 0 13G Page 5 of 13 Pages 1. Name of Reporting Persons Galen Partners V, L.L.C. 2. Check the Appropriate Box if a Member of a Group (See Instructions) 1 (a) (b) 3. SEC USE ONLY 4. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power 0 6. Shared Voting Power 907,736 7. Sole Dispositive Power 0 8. Shared Dispositive Power 907,736 9. Aggregate Amount Beneficially Owned by Each Reporting Person 907,736 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9) 5.1% |
Galen Partners V | 0 | 907,736 | 0 | 907,736 | 907,736 | 5.2% |
Zubeen Shroff | 6,494 | 907,736 | 6,494 | 907,736 | 914,230 | 5.1% |
L. John Wilkerson | 0 | 907,736 | 0 | 907,736 | 907,736 | 5.1% |
David Jahns | 0 | 907,736 | 0 | 907,736 | 907,736 |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Tactile Systems Technology, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
87357P 10 0
(CUSIP Number)
December 31, 2017
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 87357P 10 0 | 13G | Page 2 of 13 Pages |
1. | Name of Reporting Persons
Galen Partners V, L.P. | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1 (a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
825,520 | ||||
6. | Shared Voting Power
0 | |||||
7. | Sole Dispositive Power
825,520 | |||||
8. | Shared Dispositive Power
0 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
825,520 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
| |||||
11. | Percent of Class Represented by Amount in Row (9)
4.7%2 | |||||
12. | Type of Reporting Person (See Instructions)
PN |
1 | This schedule is filed by Galen Partners V LP (Galen LP), Galen Partners International V LP (Galen International), Galen Management LLC (Management), Galen Partners V, L.L.C. (Galen), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the Listed Persons). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a group for purposes of this Schedule 13G. |
2 | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
CUSIP No. 87357P 10 0 | 13G | Page 3 of 13 Pages |
1. | Name of Reporting Persons
Galen Partners International V, L.P. | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1 (a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
70,493 | ||||
6. | Shared Voting Power
0 | |||||
7. | Sole Dispositive Power
70,493 | |||||
8. | Shared Dispositive Power
0 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
70,493 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
| |||||
11. | Percent of Class Represented by Amount in Row (9)
0.4%2 | |||||
12. | Type of Reporting Person (See Instructions)
PN |
1 | This schedule is filed by Galen Partners V LP (Galen LP), Galen Partners International V LP (Galen International), Galen Management LLC (Management), Galen Partners V, L.L.C. (Galen), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the Listed Persons). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a group for purposes of this Schedule 13G. |
2 | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
CUSIP No. 87357P 10 0 | 13G | Page 4 of 13 Pages |
1. | Name of Reporting Persons
Galen Management, L.L.C. | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1 (a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
11,723 | ||||
6. | Shared Voting Power
0 | |||||
7. | Sole Dispositive Power
11,723 | |||||
8. | Shared Dispositive Power
0 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
11,723 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
| |||||
11. | Percent of Class Represented by Amount in Row (9)
0.12 | |||||
12. | Type of Reporting Person (See Instructions)
OO |
1 | This schedule is filed by Galen Partners V LP (Galen LP), Galen Partners International V LP (Galen International), Galen Management LLC (Management), Galen Partners V, L.L.C. (Galen), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the Listed Persons). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a group for purposes of this Schedule 13G. |
2 | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
CUSIP No. 87357P 10 0 | 13G | Page 5 of 13 Pages |
1. | Name of Reporting Persons
Galen Partners V, L.L.C. | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1 (a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
907,736 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
907,736 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
907,736 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
| |||||
11. | Percent of Class Represented by Amount in Row (9)
5.1%2 | |||||
12. | Type of Reporting Person (See Instructions)
OO |
1 | This schedule is filed by Galen Partners V LP (Galen LP), Galen Partners International V LP (Galen International), Galen Management LLC (Management), Galen Partners V, L.L.C. (Galen), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the Listed Persons). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a group for purposes of this Schedule 13G. |
2 | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
CUSIP No. 87357P 10 0 | 13G | Page 6 of 13 Pages |
1. | Name of Reporting Persons
Zubeen Shroff | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1 (a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
6,494 | ||||
6. | Shared Voting Power
907,736 | |||||
7. | Sole Dispositive Power
6,494 | |||||
8. | Shared Dispositive Power
907,736 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
914,230 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
11. | Percent of Class Represented by Amount in Row (9)
5.2%2 | |||||
12. | Type of Reporting Person (See Instructions)
IN |
1 | This schedule is filed by Galen Partners V LP (Galen LP), Galen Partners International V LP (Galen International), Galen Management LLC (Management), Galen Partners V, L.L.C. (Galen), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the Listed Persons). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a group for purposes of this Schedule 13G. |
2 | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
CUSIP No. 87357P 10 0 | 13G | Page 7 of 13 Pages |
1. | Name of Reporting Persons
L. John Wilkerson | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1 (a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
907,736 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
907,736 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
907,736 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
11. | Percent of Class Represented by Amount in Row (9)
5.1%2 | |||||
12. | Type of Reporting Person (See Instructions)
IN |
1 | This schedule is filed by Galen Partners V LP (Galen LP), Galen Partners International V LP (Galen International), Galen Management LLC (Management), Galen Partners V, L.L.C. (Galen), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the Listed Persons). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a group for purposes of this Schedule 13G. |
2 | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
CUSIP No. 87357P 10 0 | 13G | Page 8 of 13 Pages |
1. | Name of Reporting Persons
David Jahns | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1 (a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
907,736 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
907,736 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
907,736 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
11. | Percent of Class Represented by Amount in Row (9)
5.1%2 | |||||
12. | Type of Reporting Person (See Instructions)
IN |
1 | This schedule is filed by Galen Partners V LP (Galen LP), Galen Partners International V LP (Galen International), Galen Management LLC (Management), Galen Partners V, L.L.C. (Galen), Zubeen Shroff, L. John Wilkerson and David Jahns (collectively, the Listed Persons). Galen is the General Partner of Galen LP and Galen International and the Listed Persons are the managing directors of Galen. Galen LP, Galen International, Management, Galen and the Listed Persons expressly disclaim status as a group for purposes of this Schedule 13G. |
2 | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
Item 1 | ||
(a) Name of Issuer:
Tactile Systems Technology, Inc.
| ||
(b) Address of Issuers Principal Executive Offices:
1331 Tyler Street NE, Suite 200 Minneapolis, MN 55413 | ||
Item 2 | ||
(a) Name of Person Filing:
Galen Partners V, L.P. Galen Partners International V, L.P. Galen Management, L.L.C. Galen Partners V, L.L.C Zubeen Shroff L. John Wilkerson David Jahns
(b) Address of Principal Business Office or, if none, Residence:
c/o Galen Management, L.L.C. 680 Washington Boulevard Stamford, CT 06901
(c) Citizenship:
All entities were organized in Delaware. The individuals are all United States citizens.
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
87357P 10 0
| ||
Item 3. | If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
Not Applicable |
Item 4. | Ownership |
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a) | Amount Beneficially Owned: |
Galen Partners V, L.P. | 825,520 | |||
Galen Partners International V, L.P. | 70,493 | |||
Galen Management, L.L.C. | 11,723 | |||
Galen Partners V, L.L.C 3 | 907,736 | |||
Zubeen Shroff 4 | 914,230 | |||
L. John Wilkerson 4 | 907,736 | |||
David Jahns 4 | 907,736 |
Percent of Class: 5
Galen Partners V, L.P. | 4.7 | % | ||
Galen Partners International V, L.P. | 0.4 | % | ||
Galen Management, L.L.C. | 0.1 | % | ||
Galen Partners V, L.L.C. | 5.1 | % | ||
Zubeen Shroff | 5.2 | % | ||
L. John Wilkerson | 5.1 | % | ||
David Jahns | 5.1 | % |
(b) | Number of shares as to which the person has: |
(i) | Sole power to vote or to direct the vote |
Galen Partners V, L.P. | 825,520 | |||
Galen Partners International V, L.P. | 70,493 | |||
Galen Management, L.L.C. | 11,723 | |||
Galen Partners V, L.L.C. | 0 | |||
Zubeen Shroff | 6,494 | |||
L. John Wilkerson | 0 | |||
David Jahns | 0 |
(ii) | Shared power to vote or to direct the vote |
Galen Partners V, L.P. | 0 | |||
Galen Partners International V, L.P. | 0 | |||
Galen Management, L.L.C. | 0 | |||
Galen Partners V, L.L.C. | 907,736 | |||
Zubeen Shroff | 907,736 | |||
L. John Wilkerson | 907,736 | |||
David Jahns | 907,736 |
(iii) | Sole power to dispose or to direct the disposition of |
Galen Partners V, L.P. | 825,520 | |||
Galen Partners International V, L.P. | 70,493 | |||
Galen Management, L.L.C. | 11,723 | |||
Galen Partners V, L.L.C. | 0 | |||
Zubeen Shroff | 6,494 | |||
L. John Wilkerson | 0 | |||
David Jahns | 0 |
(iv) | Shared power to dispose or to direct the disposition of |
Galen Partners V, L.P. | 0 | |||
Galen Partners International V, L.P. | 0 | |||
Galen Management, L.L.C. | 0 | |||
Galen Partners V, L.L.C. | 907,736 | |||
Zubeen Shroff | 907,736 | |||
L. John Wilkerson | 907,736 | |||
David Jahns | 907,736 |
(3) | Galen is the general partner of Galen LP and Galen International. |
(4) | The Reporting Person is a managing director of Galen and is a member of Management. The shares are held by Galen LP, Galen International and Management. The Reporting Person disclaims beneficial ownership with respect to these shares except to the extent of their pecuniary interest therein. |
(5) | The percentage is based upon 17,701,786 shares of common stock outstanding as of November 3, 2017 as reported in the Issuers Form 10-Q filed on November 7, 2017 for quarter ended September 30, 2017. |
Item 5. | Ownership of 5 Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☐.
Item 6. | Ownership of More than 5 Percent on Behalf of Another Person |
Not Applicable
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
Not Applicable
Item 8. | Identification and Classification of Members of the Group |
Not Applicable
Item 9. | Notice of Dissolution of a Group |
Not Applicable
Item 10. | Certification |
Not Applicable
[SIGNATURE]
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 13, 2018
GALEN PARTNERS V, L.P. | GALEN PARTNERS INTERNATIONAL V, L.P. | |||||||
By: | Galen Partners V, L.L.C | By: | Galen Partners V, L.L.C. | |||||
its General Partner | its General Partner | |||||||
By: | /s/ Zubeen Shroff | By: | /s/ Zubeen Shroff | |||||
Name:Zubeen Shroff | Name: Zubeen Shroff | |||||||
Title: Managing Director | Title: Managing Director | |||||||
GALEN MANAGEMENT LLC | GALEN PARTNERS V, L.L.C. | |||||||
By: | /s/ Zubeen Shroff | By: | /s/ Zubeen Shroff | |||||
Name:Zubeen Shroff | Name:Zubeen Shroff | |||||||
Title: Member | Title: Managing Director | |||||||
By: | /s/ Zubeen Shroff | By: | /s/ L. John Wilkerson | |||||
Name: Zubeen Shroff | Name: L. John Wilkerson | |||||||
By: | /s/ David Jahns | |||||||
Name: David Jahns |
EXHIBITS
A: | Joint Filing Agreement |
Attention: | Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) |
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Tactile Systems Technology, Inc. and further agree that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.
In evidence whereof, the undersigned have caused this Agreement to be executed on their behalf this 13th day of February, 2018.
GALEN PARTNERS V, L.P. | GALEN PARTNERS INTERNATIONAL V, L.P. | |||||||
By: | Galen Partners V, L.L.C | By: | Galen Partners V, L.L.C. | |||||
its General Partner | its General Partner | |||||||
By: | /s/ Zubeen Shroff | By: | /s/ Zubeen Shroff | |||||
Name:Zubeen Shroff | Name: Zubeen Shroff | |||||||
Title: Managing Director | Title: Managing Director | |||||||
GALEN MANAGEMENT LLC | GALEN PARTNERS V, L.L.C. | |||||||
By: | /s/ Zubeen Shroff | By: | /s/ Zubeen Shroff | |||||
Name:Zubeen Shroff | Name:Zubeen Shroff | |||||||
Title: Member | Title: Managing Director | |||||||
By: | /s/ Zubeen Shroff | By: | /s/ L. John Wilkerson | |||||
Name: Zubeen Shroff | Name: L. John Wilkerson | |||||||
By: | /s/ David Jahns | |||||||
Name: David Jahns |