CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A - SEC-arkivering, Årsberetning, Fuldmagtserklæring

CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A
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CIK 896778
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
January 31, 2014 SC 13G/A

MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - CONCEPTUS, INC.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 1)* Conceptus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) 12/31/2013 (Date of Event Which Requires Filing of this Statement) C

June 17, 2013 15-12G

- FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-27596 CONCEPTUS, INC. (Exact name of registrant as specified in its char

June 7, 2013 SC 13G/A

FEDERATED HERMES, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 12)* CONCEPTUS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 206016107 (CUSIP Number) May 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

June 6, 2013 SC 13D/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Conceptus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized to Receive No

June 5, 2013 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, 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, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2013 CONCEPTUS, INC.

June 5, 2013 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) CONCEPTUS, INC. (Name of Subject Company (Issuer)) EVELYN ACQUISITION COMPANY (Offeror) a wholly-owned subsidiary of BAYER HEALTHCARE LLC (Other Person) an indirect wholly-owned subsidia

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 EX-99.2

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EX-99.2 5 d550405dex992.htm EX-99.2 Exhibit 99.2 Presse-Information Bayer AG Communications 51368 Leverkusen Deutschland Tel. +49 214 30-1 www.presse.bayer.de Übernahmeangebot erfolgreich: Bayer übernimmt Mehrheit bei Conceptus • 96,4 Prozent der Conceptus-Aktien angedient • Vollständige Übernahme von Conceptus steht unmittelbar bevor Leverkusen, 5. Juni 2013 – Der Bayer-Konzern hat das Übernahmea

June 5, 2013 EX-4.2

CONCEPTUS, INC. WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SUPPLEMENTAL INDENTURE NO. 1 Dated as of June 5, 2013 5.00% Convertible Senior Notes due 2031

EX-4.2 Exhibit 4.2 CONCEPTUS, INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee SUPPLEMENTAL INDENTURE NO. 1 Dated as of June 5, 2013 5.00% Convertible Senior Notes due 2031 SUPPLEMENTAL INDENTURE NO. 1 (this “Supplemental Indenture”), dated as of June 5, 2013, between Conceptus, Inc., a Delaware corporation, as issuer (the “Company”), and Wells Fargo Bank, National Association, a nation

June 5, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Other Events

8-K 1 d548111d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2013 CONCEPTUS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-27596 94-3170244 (State or Other Jurisdiction of Incorpora

June 5, 2013 EX-99.1

OFFER TO PURCHASE TO HOLDERS OF THE 5.00% CONVERTIBLE SENIOR NOTES DUE 2031 (CUSIP NO. 206016AC1) ISSUED BY CONCEPTUS, INC.

Exhibit 99.1 OFFER TO PURCHASE TO HOLDERS OF THE 5.00% CONVERTIBLE SENIOR NOTES DUE 2031 (CUSIP NO. 206016AC1) ISSUED BY CONCEPTUS, INC. Reference is made to the Indenture, dated as of December 23, 2011 (the “Indenture”), among Conceptus, Inc., a Delaware corporation (the “Company,” “we,” “us,” “our,” or “Conceptus”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”), governing

June 5, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 EX-99.2

Notice of Merger Event, Record Date and Effective Date of the Merger and Date on which Stockholders are Entitled to Exchange Shares for Reference Property

EX-99.2 4 d548111dex992.htm EX-99.2 Exhibit 99.2 To: Holders of Conceptus, Inc. 5.00% Convertible Senior Notes due 2031 and Wells Fargo Bank, National Association Corporate Trust Services, MAC # E2818-176 707 Wilshire Boulevard, 17th Floor Los Angeles, California 90017 Attention: Conceptus, Inc. Account Manager Re: Notice of Merger Event and Supplemental Indenture; Fundamental Change Company Notic

June 5, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 EX-99.(A)(1)(J)

- 1/3 -

EX-99.(A)(1)(J) 3 d550424dex99a1j.htm EX-99.(A)(1)(J) Exhibit (a)(1)(J) Presse-Information Bayer AG Communications 51368 Leverkusen Deutschland Tel. +49 214 30-1 www.presse.bayer.de Übernahmeangebot erfolgreich: Bayer übernimmt Mehrheit bei Conceptus • 96,4 Prozent der Conceptus-Aktien angedient • Vollständige Übernahme von Conceptus steht unmittelbar bevor Leverkusen, 5. Juni 2013 – Der Bayer-Kon

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS 1 d550417ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No. 333-30111 Registration No. 333-42656 Registration No. 333-63070 Registration No. 333-97369 Registration No. 333-105553 Registration No. 333-116959 Registration No. 333-116960 Registration No. 333-134428 Registration No. 333-137010 Registration No. 333-144673 Registration No. 33

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS 1 d550417ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No. 333-30111 Registration No. 333-42656 Registration No. 333-63070 Registration No. 333-97369 Registration No. 333-105553 Registration No. 333-116959 Registration No. 333-116960 Registration No. 333-134428 Registration No. 333-137010 Registration No. 333-144673 Registration No. 33

June 5, 2013 SC 14D9/A

- AMENDMENT NO. 6 TO SCHEDULE 14D-9

Amendment No. 6 to Schedule 14D-9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 6) CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securiti

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 EX-99.(A)(1)(I)

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EX-99.(A)(1)(I) 2 d550424dex99a1i.htm EX-99.(A)(1)(I) Exhibit (a)(1)(I) News Release Bayer AG Communications 51368 Leverkusen Germany Phone +49 214 30-1 www.press.bayer.com Tender offer successful: Bayer acquires majority interest in Conceptus • 96.4 percent of Conceptus’ shares tendered • Conceptus imminently to become a wholly-owned Bayer subsidiary Leverkusen, June 5, 2013 – The Bayer Group has

June 5, 2013 EX-3.2

AMENDED AND RESTATED CONCEPTUS, INC. EFFECTIVE JUNE 5, 2013 ARTICLE I

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS of CONCEPTUS, INC. EFFECTIVE JUNE 5, 2013 ARTICLE I Stockholders Section 1.1. Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date, time and place either within or without the State of Delaware as may be designated by the Board of Directors from time to time. Any other proper business may be trans

June 5, 2013 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CONCEPTUS, INC.

EX-3.1 2 d550405dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONCEPTUS, INC. FIRST. The name of the corporation is Conceptus, Inc. (the “Corporation”). SECOND. The address of the Corporation’s registered office in the State of Delaware is 1209 Orange Street, Wilmington, County of New Castle, DE 19801. The name of its registered agent at such address is The Corp

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 EX-99.1

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Exhibit 99.1 News Release Bayer AG Communications 51368 Leverkusen Germany Phone +49 214 30-1 www.press.bayer.com Tender offer successful: Bayer acquires majority interest in Conceptus • 96.4 percent of Conceptus’ shares tendered • Conceptus imminently to become a wholly-owned Bayer subsidiary Leverkusen, June 5, 2013 – The Bayer Group has successfully completed its tender offer for the outstandin

June 5, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 5, 2013 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 5, 2013 Registration No.

June 3, 2013 EX-99.(A)(5)(G)

June 3, 2013

EX-99.(A)(5)(G) 2 d547329dex99a5g.htm EX-99.(A)(5)(G) Exhibit (a)(5)(G) June 3, 2013 Dear : As you know, on April 28, 2013 an agreement was entered into providing for the acquisition of Conceptus, Inc. (Conceptus) by Bayer AG. Bayer’s offer to purchase all outstanding Conceptus stock is confirmation of the value of our Essure products, and the dedication and remarkable performance of our workforce

June 3, 2013 SC 14D9/A

- AMENDMENT NO. 5 TO SCHEDULE 14D-9

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 5) CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107 (CUSIP Number of Cla

June 3, 2013 EX-99.(A)(5)(H)

June 3, 2013

EX-99.(A)(5)(H) 3 d547329dex99a5h.htm EX-99.(A)(5)(H) Exhibit (a)(5)(H) June 3, 2013 Dear : As you know, on April 28, 2013 an agreement was entered into providing for the acquisition of Conceptus, Inc. (Conceptus) by Bayer AG. Bayer’s offer to purchase all outstanding Conceptus stock is confirmation of the value of our Essure products, and the dedication and remarkable performance of our workforce

May 31, 2013 SC 13D

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Conceptus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communic

May 29, 2013 SC 14D9/A

- AMENDMENT NO. 4 TO SCHEDULE 14D-9

SC 14D9/A 1 d545787dsc14d9a.htm AMENDMENT NO. 4 TO SCHEDULE 14D-9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 4) CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.003 per s

May 29, 2013 SC TO-T/A

- SC TO-T/A

SC TO-T/A 1 d545314dsctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) CONCEPTUS, INC. (Name of Subject Company (Issuer)) EVELYN ACQUISITION COMPANY (Offeror) a wholly-owned subsidiary of BAYER HEALTHCARE LLC (Other

May 29, 2013 EX-99.(A)(1)(H)

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Exhibit (a)(1)(H) Presse-Information Bayer AG Communications 51368 Leverkusen Deutschland Tel.

May 29, 2013 EX-99.(A)(1)(G)

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Exhibit (a)(1)(G) News Release Bayer AG Communications 51368 Leverkusen Germany Phone +49 214 30-1 www.

May 23, 2013 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) CONCEPTUS, INC. (Name of Subject Company (Issuer)) EVELYN ACQUISITION COMPANY (Offeror) a wholly-owned subsidiary of BAYER HEALTHCARE LLC (Other Person) an indirect wholly-owne

May 22, 2013 SC 14D9/A

- SC 14D9/A

SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 3) CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107 (CUSIP Num

May 17, 2013 SC 14D9/A

- SC 14D9/A

SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107 (CUSIP Num

May 17, 2013 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) CONCEPTUS, INC. (Name of Subject Company (Issuer)) EVELYN ACQUISITION COMPANY (Offeror) a wholly-owned subsidiary of BAYER HEALTHCARE LLC (Other Person) an indirect wholly-owned subsidia

May 9, 2013 EX-99.(A)(5)(E)

Additional Bayer-Conceptus Acquisition FAQs for Employees

EX-99.(a)(5)(E) Exhibit (a)(5)(E) Additional Bayer-Conceptus Acquisition FAQs for Employees May 9, 2013 We are working to respond to as many of the questions submitted by Conceptus employees as we can. Following are answers to some of your initial questions about Benefits and Bayer’s structure; we will continue to gather questions and provide responses on these topics and the sales organization as

May 9, 2013 EX-99.(A)(5)(F)

Dear :

Exhibit (a)(5)(F) Dear : As you know, on April 28, 2013 a merger agreement was entered into providing for the acquisition of Conceptus, Inc.

May 9, 2013 EX-99.(A)(5)(D)

* * *

EX-99.(A)(5)(D) 2 d537063dex99a5d.htm EX-99.(A)(5)(D) Exhibit (a)(5)(D) Subject: Bayer and Conceptus – Off to a Great Start Dear Conceptus Team, It was a great pleasure to spend time with you and the leadership team at Conceptus last week in sunny Mountain View. The meetings and interactions thus far have helped us to better understand how things could come together as one company and begin our in

May 9, 2013 10-Q

Quarterly Report - FORM 10-Q

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 9, 2013 SC 14D9/A

- SC 14D9/A

SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107 (CUSIP Num

May 7, 2013 EX-99.(E)(4)

MUTUAL NONDISCLOSURE AGREEMENT Conceptus, Inc. Bayer Pharma Aktiengesellschaft By: /s/ D. Keith Grossman Print name: D. Keith Grossman Title: Chief Executive Officer Date: November 21, 2012 Address: 331 East Evelyn Avenue, Mountain View, CA 94041, US

EX-99.(E)(4) 7 d531978dex99e4.htm EX-99.(E)(4) Exhibit (e)(4) MUTUAL NONDISCLOSURE AGREEMENT Conceptus, Inc. Bayer Pharma Aktiengesellschaft By: /s/ D. Keith Grossman Print name: D. Keith Grossman Title: Chief Executive Officer Date: November 21, 2012 Address: 331 East Evelyn Avenue, Mountain View, CA 94041, USA By: /s/ Nigel Sheail Print name: Nigel Sheail Title: Head of Business Development and

May 7, 2013 SC 14D9

- SCHEDULE 14D9

SC 14D9 1 d531978dsc14d9.htm SCHEDULE 14D9 Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.003 per share (Title of Class of

May 7, 2013 EX-99.A.5.C

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Exhibit (a)(5)(C) Presse-Information Nicht für UK-Medien bestimmt Bayer AG Communications 51368 Leverkusen Deutschland Tel.

May 7, 2013 EX-99.(A)(5)(B)

Dear _________:

EX-99.(A)(5)(B) 3 d531978dex99a5b.htm EX-99.(A)(5)(B) Exhibit (a)(5)(B) Dear : As you know, on April 28, 2013 a merger agreement was entered into providing for the acquisition of Conceptus, Inc. (Conceptus) by Bayer HealthCare. Bayer’s offer to purchase all outstanding Conceptus stock is confirmation of the value of our Essure products, and the dedication and remarkable performance of our workforc

May 7, 2013 SC TO-T

- SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CONCEPTUS, INC. (Name of Subject Company (Issuer)) EVELYN ACQUISITION COMPANY (Offeror) a wholly-owned subsidiary of BAYER HEALTHCARE LLC (Other Person) an indirect wholly-owned subsidiary of BAYER AKTIEN

May 7, 2013 EX-99.A.1.E

Letter to Clients with respect to the Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare LLC, a wholly-owned indire

Exhibit (a)(1)(E) Letter to Clients with respect to the Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc.

May 7, 2013 EX-99.(E)(3)

April 26, 2013

Exhibit (e)(3) April 26, 2013 Bayer HealthCare LLC, 555 White Plains Road, Tarrytown, New York 10591.

May 7, 2013 EX-99.A.1.B

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. Letter of Transmittal To Tender Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare

EX-99.a.1.b Exhibit (a)(1)(B) THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. Letter of Transmittal To Tender Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare LLC, a wholly-owned indirect subsidiary of Bayer Aktiengesellschaft THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00

May 7, 2013 EX-99.(E)(2)

Re: Confidentiality Agreement

Exhibit (e)(2) 331 East Evelyn Avenue Mountain View, CA 94041, USA Main 650-962-4000 Fax 650-962-5200 www.

May 7, 2013 EX-99.A.1.C

Notice of Guaranteed Delivery for the Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare LLC, a wholly-owned indire

EX-99.A.1.C 4 d531957dex99a1c.htm EX-99.A.1.C Exhibit (a)(1)(C) Notice of Guaranteed Delivery for the Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare LLC, a wholly-owned indirect subsidiary of Bayer Aktiengesellschaft THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE

May 7, 2013 EX-99.(A)(5)(C)

Dear _________:

EX-99.(a)(5)(C) Exhibit (a)(5)(C) Dear : As you know, on April 28, 2013 a merger agreement was entered into providing for the acquisition of Conceptus, Inc. (Conceptus) by Bayer HealthCare. Bayer’s offer to purchase all outstanding Conceptus stock is confirmation of the value of our Essure products, and the dedication and remarkable performance of our workforce. We expect the transaction to be com

May 7, 2013 EX-99.A.5.B

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EX-99.a.5.b Exhibit (a)(5)(B) News Release Not intended for UK Media Bayer AG Communications 51368 Leverkusen Germany Tel. +49 214 30-1 www.press.bayer.com Bayer commences cash tender offer for all outstanding shares of Conceptus, Inc. Leverkusen, May 7, 2013 – Bayer’s planned acquisition of Conceptus, Inc., based in Mountain View, California (NASDAQ:CPTS) is entering its next phase: Evelyn Acquis

May 7, 2013 EX-99.(A)(2)(A)

331 East Evelyn Avenue Mountain View, California 94041 May 7, 2013

Exhibit (a)(2)(A) 331 East Evelyn Avenue Mountain View, California 94041 May 7, 2013 Dear Stockholder: We are pleased to inform you that on April 28, 2013, Conceptus, Inc.

May 7, 2013 EX-99.A.1.F

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase (as defined below), dated May 7, 2013, and the related L

EX-99.A.1.F 7 d531957dex99a1f.htm EX-99.A.1.F Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase (as defined below), dated May 7, 2013, and the related Letter of Transmittal (as defined below), and any amendments or supplements to such Off

May 7, 2013 EX-99.A.1.D

Letter to Brokers and Dealers with respect to the Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare LLC, a wholly-

EX-99.a.1.d Exhibit (a)(1)(D) Letter to Brokers and Dealers with respect to the Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare LLC, a wholly-owned indirect subsidiary of Bayer Aktiengesellschaft THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW

May 7, 2013 EX-99.A.1.A

Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc. at $31.00 Per Share, Net in Cash by Evelyn Acquisition Company, a wholly-owned subsidiary of Bayer HealthCare LLC, a wholly-owned indirect subsidiary of Bayer Aktiengesellsch

Table of Contents Exhibit (a)(1)(A) Offer to Purchase All Outstanding Shares of Common Stock of Conceptus, Inc.

May 3, 2013 SC14D9C

- SC14D9C

SC14D9C 1 d532207dsc14d9c.htm SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Persons Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107

May 1, 2013 SC14D9C

- SC14D9C

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Persons Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107 (CUSIP Number of Class of Securities)

April 29, 2013 EX-99.2

Conceptus® Reports First Quarter Financial Results

EX-99.2 4 d527793dex992.htm EX-99.2 Exhibit 99.2 Investor and Public Relations Contact: Lynn Pieper Westwicke Partners 415-202-5678 [email protected] Conceptus® Reports First Quarter Financial Results • Worldwide sales of $34.1 million reflects growth of 17.5% • U.S. Essure® sales grow 22.2% • Adjusted EBITDA reaches $7.7 million MOUNTAIN VIEW, Calif., April 29, 2013 – Conceptus, Inc. (Nas

April 29, 2013 EX-99.2

-1/5-

Exhibit 99.2 Presse-Information Nicht für UK-Medien bestimmt Bayer AG Communications 51368 Leverkusen Deutschland Tel. +49 214 30-1 www.presse.bayer.de Strategische Erweiterung des Geschäftsbereichs „Women’s Healthcare”: Bayer will US-Unternehmen Conceptus, Inc. übernehmen Essure®-Verfahren zur dauerhaften Verhütung ohne Operation komplettiert Bayer-Portfolio im Bereich Kontrazeption Leverkusen /

April 29, 2013 EX-2.1

AGREEMENT AND PLAN OF MERGER BY AND AMONG BAYER HEALTHCARE LLC, EVELYN ACQUISITION COMPANY, CONCEPTUS, INC. Dated as of April 28, 2013 TABLE OF CONTENTS ARTICLE I The Offer 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 7 Section 1.3 Top-Up Op

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG BAYER HEALTHCARE LLC, EVELYN ACQUISITION COMPANY, AND CONCEPTUS, INC. Dated as of April 28, 2013 TABLE OF CONTENTS ARTICLE I The Offer 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 7 Section 1.3 Top-Up Option. 8 Section 1.4 Company Board and Company Board Committees 10 ARTICLE II The Merger 13 Section 2.1 Closing 13 Se

April 29, 2013 EX-99.1

-1/4-

Exhibit 99.1 News Release Not intended for UK media Bayer AG Communications 51368 Leverkusen Germany Tel. +49 214 30-1 www.press.bayer.com Strategic expansion of Women’s Health business: Bayer to acquire Conceptus, Inc. Adds Essure®, the only non-surgical permanent birth control method, to Bayer’s contraception portfolio Leverkusen, Germany / Mountain View, Calif. (U.S.A.), April 29, 2013 – Bayer

April 29, 2013 SC TO-C

- SCHEDULE TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CONCEPTUS, INC. (Name of Subject Company (Issuer)) EVELYN ACQUISITION COMPANY (Offeror) a wholly-owned subsidiary of BAYER HEALTHCARE LLC (Other Person) an indirect wholly-owned subsidiary of BAYER AKTIEN

April 29, 2013 EX-99.2

Conceptus® Reports First Quarter Financial Results

Exhibit 99.2 Investor and Public Relations Contact: Lynn Pieper Westwicke Partners 415-202-5678 [email protected] Conceptus® Reports First Quarter Financial Results • Worldwide sales of $34.1 million reflects growth of 17.5% • U.S. Essure® sales grow 22.2% • Adjusted EBITDA reaches $7.7 million MOUNTAIN VIEW, Calif., April 29, 2013 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure®

April 29, 2013 EX-99.1

NOTICE OF ANTICIPATED MAKE-WHOLE FUNDAMENTAL CHANGE AND EFFECTIVE DATE OF THE MAKE-WHOLE FUNDAMENTAL CHANGE RESULTING IN A TEMPORARY INCREASE IN THE CONVERSION RATE

Exhibit 99.1 To: Holders of Conceptus, Inc. 5.00% Convertible Senior Notes due 2031 and Wells Fargo Bank, National Association Corporate Trust Services, MAC # E2818-176 707 Wilshire Boulevard, 17th Floor Los Angeles, California 90017 Attention: Conceptus, Inc. Account Manager Re: Notice of Convertibility and Anticipated Make-Whole Fundamental Change Reference is hereby made to the Indenture, dated

April 29, 2013 SC TO-C

- FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2013 CONCEPTUS, INC.

April 29, 2013 SC14D9C

- SC14D9C

SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Persons Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107 (CUSIP Number of Class of Sec

April 29, 2013 EX-99.1

Bayer HealthCare to Acquire Conceptus®

EX-99.1 3 d527793dex991.htm EX-99.1 Exhibit 99.1 Bayer HealthCare to Acquire Conceptus® MOUNTAIN VIEW, Calif. and LEVERKUSEN, Germany, April 29, 2013 (GLOBE NEWSWIRE) — Conceptus, Inc. (Nasdaq:CPTS), developer of the Essure® procedure, the leading surgery-free permanent birth control method, announced today that Conceptus has signed a definitive merger agreement with Bayer HealthCare LLC, Leverkus

April 29, 2013 EX-99.1

Bayer HealthCare to Acquire Conceptus®

EX-99.1 3 d527793dex991.htm EX-99.1 Exhibit 99.1 Bayer HealthCare to Acquire Conceptus® MOUNTAIN VIEW, Calif. and LEVERKUSEN, Germany, April 29, 2013 (GLOBE NEWSWIRE) — Conceptus, Inc. (Nasdaq:CPTS), developer of the Essure® procedure, the leading surgery-free permanent birth control method, announced today that Conceptus has signed a definitive merger agreement with Bayer HealthCare LLC, Leverkus

April 29, 2013 EX-2.1

AGREEMENT AND PLAN OF MERGER BY AND AMONG BAYER HEALTHCARE LLC, EVELYN ACQUISITION COMPANY, CONCEPTUS, INC. Dated as of April 28, 2013 TABLE OF CONTENTS ARTICLE I The Offer 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 7 Section 1.3 Top-Up Op

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG BAYER HEALTHCARE LLC, EVELYN ACQUISITION COMPANY, AND CONCEPTUS, INC. Dated as of April 28, 2013 TABLE OF CONTENTS ARTICLE I The Offer 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 7 Section 1.3 Top-Up Option. 8 Section 1.4 Company Board and Company Board Committees 10 ARTICLE II The Merger 13 Section 2.1 Closing 13 Se

April 29, 2013 SC14D9C

- SC14D9C

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 CONCEPTUS, INC. (Name of Subject Company) CONCEPTUS, INC. (Name of Persons Filing Statement) Common Stock, par value $0.003 per share (Title of Class of Securities) 206016107 (CUSIP Number of Class of Securities)

April 29, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2013 CONCEPTUS, INC.

April 29, 2013 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d528056d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 29, 2013 CONCEPTUS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-27596 94-3170244 (State or Other Jurisdiction of Incorpo

April 26, 2013 10-K/A

Annual Report - AMENDMENT NO. 1 TO FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number:

April 10, 2013 EX-10.1

2013 Conceptus Executive Bonus Plan

Exhibit 10.1 2013 Conceptus Executive Bonus Plan Plan: FY13 EBP – Executive Bonus Plan I. Objective Conceptus’ Executive Bonus Plan (hereinafter referred to as “EBP”) is intended to recognize and reward executive officers of the Company who are subject to Section 16 of the Securities Exchange Act of 1934, as amended (collectively, the “Executives”), including the Chief Executive Officer (“CEO”) an

April 10, 2013 8-K

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

8-K 1 d519591d8k.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 8, 2013 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporat

March 8, 2013 EX-10.9

CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN STOCK APPRECIATION RIGHTS GRANT NOTICE STOCK APPRECIATION RIGHTS AGREEMENT

Exhibit 10.9 CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN STOCK APPRECIATION RIGHTS GRANT NOTICE AND STOCK APPRECIATION RIGHTS AGREEMENT Section 1: Notice of Grant Effective as of the Grant Date set forth below, Conceptus, Inc. (the “Company”) grants you, the Participant set forth below (the “Participant”), an award of Stock Appreciation Rights (“SARs”) under the Company’s 2010 Equity Incentiv

March 8, 2013 10-K

Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27596 CONCEPTUS

March 8, 2013 EX-10.27

December 7, 2012

Exhibit 10.27 December 7, 2012 Joseph Sharpe 3287 Blackhawk Meadow Dr. Danville, CA 94506 Dear Joe: I am pleased to offer you the position of Executive Vice President of Operations for Conceptus, Inc. In this capacity, you will report directly to Keith Grossman, President and CEO. Your nomination as a Section 16(b) officer for Conceptus will be subject to review and approval by our Board of Direct

March 8, 2013 EX-21.1

CONCEPTUS, INC. LIST OF SUBSIDIARIES As of December 31, 2012 Foreign Subsidiary Jurisdiction in Which Incorporated or Organized Conceptus SAS France Conceptus BV The Netherlands Conceptus Medical Limited United Kingdom Conceptus Costa Rica, S.R.L. Co

EX-21.1 Exhibit 21.1 CONCEPTUS, INC. LIST OF SUBSIDIARIES As of December 31, 2012 Foreign Subsidiary Jurisdiction in Which Incorporated or Organized Conceptus SAS France Conceptus BV The Netherlands Conceptus Medical Limited United Kingdom Conceptus Costa Rica, S.R.L. Costa Rica

March 8, 2013 EX-10.33

[logo] SECURITIES MARKET OF COSTA RICA LEASE CONTRACT

Exhibit 10.33 [logo] SECURITIES MARKET OF COSTA RICA MULTIFONDOS LEASE CONTRACT We, GUILLERMO MASIS DIAVIASI, of legal age, married once, Graduate of Economic Science, bearer of identity card number 3-056-8773, domiciled in San José in San Rafael de Escazú, Urbanización Trejos Montealegre, in my capacity as President with powers of general representative without limitation of amount, pursuant to a

March 8, 2013 EX-10.10

AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT

Exhibit 10.10 AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT (the “Employee”) and Conceptus, Inc., a Delaware corporation (the “Company”) entered into a Change of Control Agreement, effective as of this 2013 (the “Effective Date”), pursuant to the terms and conditions set forth in this Amended and Restated Change of Control Agreement (the “Agreement”). RECITALS A. It is expected that another com

March 8, 2013 EX-10.8

CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENT

EX-10.8 Exhibit 10.8 CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENT Section 1: Notice of Grant Conceptus, Inc. (the “Company”), pursuant to our 2010 Equity Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the participant listed below (“Participant”), the number of Restricted Stock

February 14, 2013 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . . . 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* Conceptus Inc. (Name of Issuer) Common (Title of Class of Securities) 206016107 (CUSIP Number) December 31, 2012 (Date of Event

February 14, 2013 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / Flynn James E Passive Investment

SC 13G/A 1 e610570sc13ga-conceptus.htm SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2) * Conceptus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) December 31, 2

February 12, 2013 SC 13G

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / VANGUARD GROUP INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Conceptus Inc Title of Class of Securities: Common Stock CUSIP Number: 206016107 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: (X) Ru

February 12, 2013 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / FEDERATED HERMES, INC. Passive Investment

OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response .

February 12, 2013 SC 13G

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - CONCEPTUS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. )* Conceptus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) 12/31/2012 (Date of Event Which Requires Filing of this Statement) Ch

February 7, 2013 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / PRICE T ROWE ASSOCIATES INC /MD/ - CPTS AS OF 12/31/12 Passive Investment

SC 13G/A 1 cpts13gadec12.htm CPTS AS OF 12/31/12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* CONCEPTUS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 206016107 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of Statement) Check the appropriate box to designa

February 5, 2013 EX-99.1

Conceptus® Reports Fourth Quarter Financial Results and Introduces 2013 Financial Guidance

EX-99.1 Exhibit 99.1 Investor and Public Relations Contact: Lynn Pieper Westwicke Partners 415-202-5678 [email protected] Conceptus® Reports Fourth Quarter Financial Results and Introduces 2013 Financial Guidance New ACOG Practice Bulletin Highlights Hysteroscopic Sterilization for the First Time • Record sales of $40.7 million reflects growth of 21.5%; 23.6% constant currency Essure only

February 5, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 5, 2013 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file num

February 4, 2013 SC 13G

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / BLAIR WILLIAM & CO/IL - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No.)* CONCEPTUS INC (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) December 31, 2012 (Date of Event Which Re

January 22, 2013 EX-10.1

CONCEPTUS, INC. JOSEPH SHARPE STOCK OPTION AGREEMENT

EX-10.1 3 d467667dex101.htm CONCEPTUS, INC. JOSEPH SHARPE STOCK OPTION AGREEMENT Exhibit 10.1 CONCEPTUS, INC. JOSEPH SHARPE STOCK OPTION AGREEMENT This JOSEPH SHARPE STOCK OPTION AGREEMENT (the “Agreement”) is entered into effective as of January 21, 2013 (the “Grant Date”), by and between Conceptus, Inc. (the “Company”) and Joseph Sharpe (“Participant”). This Option (as defined below) is being gr

January 22, 2013 EX-99.1

Conceptus® Names Joseph G. Sharpe as Executive Vice President of Operations Company announces plans to establish direct manufacturing in Costa Rica

EX-99.1 2 d467665dex991.htm PRESS RELEASE Exhibit 99.1 Investor and Public Relations Contact: Lynn Pieper Westwicke Partners (415) 202-5678 [email protected] Conceptus® Names Joseph G. Sharpe as Executive Vice President of Operations Company announces plans to establish direct manufacturing in Costa Rica MOUNTAIN VIEW, Calif., January 22, 2013 – Conceptus, Inc. (Nasdaq: CPTS), developer of

January 22, 2013 EX-10.2

CONCEPTUS, INC. JOSEPH SHARPE RESTRICTED STOCK UNIT AGREEMENT

Form of Conceptus, Inc. Joseph Sharpe Restricted Stock Unit Award Agreement Exhibit 10.2 CONCEPTUS, INC. JOSEPH SHARPE RESTRICTED STOCK UNIT AGREEMENT This JOSEPH SHARPE RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is entered into effective as of January [ ], 2013 (the “Grant Date”), by and between Conceptus, Inc. (the “Company”) and Joseph Sharpe (“Participant”). This Award (as defined below

January 22, 2013 8-K

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 - FORM 8-K

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): January 21, 2013 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organizatio

January 22, 2013 S-8

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on January 22, 2013 Registration No.

November 16, 2012 EX-99.1

MURPHY CROSSING MRTP, LLC, AS LANDLORD, CONCEPTUS, INC., AS TENANT TABLE OF CONTENTS Page ARTICLE 1. BASIC PROVISIONS 1 ARTICLE 2. PREMISES; TERM 3 ARTICLE 3. RENT 4 ARTICLE 4. TAXES AND OPERATING EXPENSES 5 ARTICLE 5. CONDITION OF PREMISES ON COMMEN

EX-99.1 2 d439283dex991.htm MURPHY CROSSING LEASE Exhibit 99.1 MURPHY CROSSING LEASE BETWEEN MRTP, LLC, AS LANDLORD, AND CONCEPTUS, INC., AS TENANT TABLE OF CONTENTS Page ARTICLE 1. BASIC PROVISIONS 1 ARTICLE 2. PREMISES; TERM 3 ARTICLE 3. RENT 4 ARTICLE 4. TAXES AND OPERATING EXPENSES 5 ARTICLE 5. CONDITION OF PREMISES ON COMMENCEMENT DATE; ALTERATIONS AND ADDITIONS 7 ARTICLE 6. USE 13 ARTICLE 7.

November 16, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d439283d8k.htm FORM 8-K 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 13, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation or organization) 000-27596

November 9, 2012 10-Q

Quarterly Report - FORM 10-Q

10-Q 1 d398698d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

November 9, 2012 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / PRICE T ROWE ASSOCIATES INC /MD/ - CPTS AS OF 10/31/12 Passive Investment

SC 13G/A 1 cpts13gaoct12.htm CPTS AS OF 10/31/12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* CONCEPTUS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 206016107 (CUSIP Number) October 31, 2012 (Date of Event which Requires Filing of Statement) Check the appropriate box to designat

October 23, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d425872d8k.htm FORM 8-K 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 23, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or orga

October 23, 2012 EX-99.1

Conceptus® Reports Third Quarter Financial Results Record U.S. Essure® Sales Grow 14.3% in the Quarter and 11.9% Year to Date

EX-99.1 2 d425872dex991.htm PRESS RELEASE Exhibit 99.1 Investor and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Reports Third Quarter Financial Results Record U.S. Essure® Sales Grow 14.3% in the Quarter and 11.9% Year to Date • Adjusted EBITDA increases 59.8% to $8.7 million • Worldwide sales increase 7.2%; Essure-only, constant-currency sales in

August 21, 2012 S-8

- FORM S-8

As filed with the Securities and Exchange Commission on August 21, 2012 Registration No.

August 21, 2012 EX-10.2

CONCEPTUS, INC. DAVID H. CHUNG RESTRICTED STOCK UNIT AWARD AGREEMENT

EX-10.2 4 d398395dex102.htm CONCEPTUS, INC. DAVID H. CHUNG RESTRICTED STOCK UNIT AWARD AGREEMENT Exhibit 10.2 CONCEPTUS, INC. DAVID H. CHUNG RESTRICTED STOCK UNIT AWARD AGREEMENT This DAVID H. CHUNG RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is entered into effective as of August 13, 2012 (the “Grant Date”) between Conceptus, Inc. (the “Company”) and David H. Chung (“Participant”). Th

August 21, 2012 EX-10.1

CONCEPTUS, INC. DAVID H. CHUNG STOCK OPTION AGREEMENT

EX-10.1 3 d398395dex101.htm CONCEPTUS, INC. DAVID H. CHUNG STOCK OPTION AGREEMENT Exhibit 10.1 CONCEPTUS, INC. DAVID H. CHUNG STOCK OPTION AGREEMENT This DAVID H. CHUNG RESTRICTED STOCK OPTION AGREEMENT (the “Agreement”) is entered into effective as of August 13, 2012 (the “Grant Date”) between Conceptus, Inc. (the “Company”) and David H. Chung (“Participant”). This award of stock options has been

August 14, 2012 EX-10.2

Consultant Agreement

EX-10.2 3 d395136dex102.htm CONSULTANT AGREEMENT Exhibit 10.2 Consultant Agreement Conceptus, Inc. By: /s/ Lori Ciano By: /s/ Sam Trujillo Print name: Lori Ciano Print name: Sam Trujillo Title: EVP Human Resources Title: EVP Marketing Date: August 10, 2012 Date: August 9, 2012 Address: Tax Id. No.: This Consultant Agreement (“Agreement”) is entered into by Sam Trujillo, (“Consultant”), and Concept

August 14, 2012 EX-10.1

1

Letter Agreement and Release of Claims Exhibit 10.1 August 3, 2012 Sam Trujillo Re: Letter Agreement and Release of Claims Dear Mr. Trujillo: This Letter Agreement and Release of Claims (“Agreement”) summarizes the understanding and agreement we have reached concerning your separation and transition from your employment at Conceptus, Inc. (“the Company”). Specifically, we have agreed as follows: 1

August 14, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

Form 8-K 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 9, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission f

August 13, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

Form 8-K 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 13, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

August 13, 2012 EX-10.1

July 24, 2012

EX-10.1 2 d394435dex101.htm EMPLOYMENT AGREEMENT Exhibit 10.1 July 24, 2012 David H Chung Dear David, I am pleased to offer you the position of Chief Commercial Officer and Executive Vice President, Conceptus, Inc. Your starting salary will be $325,000 annually, subject to all Federal, State and other applicable taxes and withholdings, payable on bi-weekly basis. In this capacity, you will report

August 13, 2012 EX-99.1

Conceptus® Names David H. Chung as New Chief Commercial Officer

EX-99.1 3 d394435dex991.htm PRESS RELEASE Exhibit 99.1 Investor and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Names David H. Chung as New Chief Commercial Officer MOUNTAIN VIEW, Calif., August 13, 2012 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the leading surgery-free permanent birth control method, announced today th

August 9, 2012 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-27596 CON

August 9, 2012 EX-10.2

July 17, 2012

Exhibit 10.2 July 17, 2012 Ric Cote 1901 Rosecrest Drive Oakland, CA 94602 Re: Letter Agreement And Release Of Claims Dear Mr. Cote: This Letter Agreement and Release of Claims (“Agreement”) summarizes the understanding and agreement we have reached concerning your separation and transition from your employment at Conceptus, Inc. (“the Company”). Specifically, we have agreed as follows: 1. Departu

July 31, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 31, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file number

July 31, 2012 EX-99.1

Conceptus® Reports Second Quarter Financial Results

Exhibit 99.1 Investor and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Reports Second Quarter Financial Results • Net sales increase 5.0% and adjusted EBITDA increase 13.8% in second quarter of 2012 • U.S. Essure-only sales grow 6.5% in second quarter of 2012 and 10.7% in first six months of 2012 • Constant currency international sales up approxima

June 28, 2012 EX-99.1

Conceptus® Announces Organizational Changes Reaffirms 2012 Financial Guidance

EX-99.1 2 d371999dex991.htm PRESS RELEASE Exhibit 99.1 Investor and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Announces Organizational Changes Reaffirms 2012 Financial Guidance MOUNTAIN VIEW, Calif., June 28, 2012 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the leading non-surgical permanent birth control method, today

June 28, 2012 8-K

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

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 28, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file number

May 25, 2012 8-K

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

8-K 1 d358654d8k.htm FORM 8-K 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 22, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organiza

May 17, 2012 DEFA14A

- DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 10, 2012 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-27596 CO

May 10, 2012 EX-10.1

LICENSE AND SETTLEMENT AGREEMENT

Exhibit 10.1 EXECUTION COPY CONFIDENTIAL SUBJECT TO U.S. FEDERAL RULE OF EVIDENCE 408 LICENSE AND SETTLEMENT AGREEMENT THIS LICENSE AND SETTLEMENT AGREEMENT is made as of April 30, 2012 (the “Effective Date”) by and between CONCEPTUS, INC., a Delaware corporation (“Conceptus”) and HOLOGIC, INC., a Delaware corporation (“Hologic”). RECITALS WHEREAS, Conceptus and Hologic are involved in litigation

May 10, 2012 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / PRICE T ROWE ASSOCIATES INC /MD/ - CPTS AS OF 04/30/2012 Passive Investment

SC 13G/A 1 cpts13gaapr12.htm CPTS AS OF 04/30/2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* CONCEPTUS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 206016107 (CUSIP Number) April 30, 2012 (Date of Event which Requires Filing of Statement) Check the appropriate box to designat

May 4, 2012 SC 13D/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / Camber Capital Management LP - SCHEDULE 13D AMENDMENT - CONCEPTUS, INC. Activist Investment

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . .14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Conceptus, Inc. (Name of Issuer) Common Stock, $0.003 par value (Title of Class of Securities) 206016107 (CUSIP Number) Stephen DuB

May 2, 2012 8-K

Entry into a Material Definitive Agreement

8-K 1 d342584d8k.htm FORM 8-K 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 30, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organi

April 26, 2012 8-K

Current Report

8-K 1 d341043d8k.htm FORM 8-K 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 26, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organi

April 26, 2012 EX-99.1

Conceptus® Reports First Quarter Financial Results Domestic Net Sales Return to Solid Growth of 15%

Exhibit 99.1 Investor and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Reports First Quarter Financial Results Domestic Net Sales Return to Solid Growth of 15% MOUNTAIN VIEW, Calif., April 26, 2012 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the leading non-surgical permanent birth control method, today reported financial

April 13, 2012 DEF 14A

- DEFINITVE PROXY STATEMENT

Definitve Proxy Statement Table of Contents SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 CONCEPTUS, INC (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required.

March 28, 2012 8-K

Current Report

8-K 1 d325572d8k.htm FORM 8-K 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 26, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organi

March 28, 2012 EX-10.1

March 26, 2012

EX-10.1 2 d325572dex101.htm EMPLOYMENT AGREEMENT Exhibit 10.1 March 14, 2012 Dear Lori, I am pleased to offer you the position of Executive Vice President, Human Resources for Conceptus, Inc. Your starting salary will be $22,500.00 per month, or $270,000.00 annually, subject to all Federal, State and other applicable taxes and withholdings, payable on bi-weekly basis. In this capacity, you will re

March 15, 2012 EX-21.1

CONCEPTUS, INC. LIST OF SUBSIDIARIES As of December 31, 2011 Foreign Subsidiary Jurisdiction in Which Incorporated or Organized Conceptus SAS France Conceptus BV The Netherlands Conceptus Medical Limited United Kingdom

List of Conceptus subsidiaries Exhibit 21.1 CONCEPTUS, INC. LIST OF SUBSIDIARIES As of December 31, 2011 Foreign Subsidiary Jurisdiction in Which Incorporated or Organized Conceptus SAS France Conceptus BV The Netherlands Conceptus Medical Limited United Kingdom

March 15, 2012 EX-10.10

AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT

Exhibit 10.10 AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT Sam Trujillo (the “Employee”) and Conceptus, Inc., a Delaware corporation (the “Company”) entered into a Change of Control Agreement, effective as of this day of , 20 (the “Effective Date”), pursuant to the terms and conditions set forth in this Amended and Restated Change of Control Agreement (the “Agreement”). RECITALS A. It is expec

March 15, 2012 EX-10.8

CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENT

EX-10.8 2 d239809dex108.htm FORM OF RESTRICTED STOCK UNIT AWARD GRANT NOTICE Exhibit 10.8 CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENT Section 1: Notice of Grant Conceptus, Inc. (the “Company”), pursuant to our 2010 Equity Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the part

March 15, 2012 EX-10.9

CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN STOCK APPRECIATION RIGHTS GRANT NOTICE STOCK APPRECIATION RIGHTS AGREEMENT

Form of Stock Appreciation Rights Grant Notice Exhibit 10.9 CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN STOCK APPRECIATION RIGHTS GRANT NOTICE AND STOCK APPRECIATION RIGHTS AGREEMENT Section 1: Notice of Grant Effective as of the Grant Date set forth below, Conceptus, Inc. (the “Company”) grants you, the Participant set forth below (the “Participant”), an award of Stock Appreciation Rights (“

March 15, 2012 10-K

Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 December 31, 2011 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number:

February 28, 2012 8-K

Other Events

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, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file nu

February 23, 2012 EX-99.1

Conceptus® Reports Fourth Quarter Financial Results Introduces 2012 Financial Guidance, Projects Return to Net Sales Growth

Press Release Exhibit 99.1 Investor and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Reports Fourth Quarter Financial Results Introduces 2012 Financial Guidance, Projects Return to Net Sales Growth MOUNTAIN VIEW, Calif., February 23, 2012 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the leading non-surgical permanent birth

February 23, 2012 8-K

Current Report

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 23, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file nu

February 15, 2012 8-K

Other Events

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 15, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file nu

February 14, 2012 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / Flynn James E Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

February 13, 2012 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response: 10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* Conceptus Inc. (Name of Issuer) Common (Title of Class of Securities) 206016107 (CUSIP Number) December 31, 2011 (Date of Event Which Requires

February 13, 2012 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / PRICE T ROWE ASSOCIATES INC /MD/ - CPTS AS OF 12/31/2011 Passive Investment

SC 13G/A 1 cpts13gadec11.htm CPTS AS OF 12/31/2011 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* CONCEPTUS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 206016107 (CUSIP Number) December 31, 2011 (Date of Event which Requires Filing of Statement) Check the appropriate box to desig

February 9, 2012 SC 13G/A

CPTS / CENTURY PLAZA TOWERS 2019-CPT CPTS 2019 CPT A 144A / FEDERATED HERMES, INC. Passive Investment

SC 13G/A 1 form.htm OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response . . . . . . 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10)* CONCEPTUS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 206016107 (CUSIP Number) December 3

January 11, 2012 8-K

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 9, 2012 CONCEPTUS, INC. (Exact name of

Form 8-K 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 9, 2012 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

January 11, 2012 EX-99.1

Conceptus® to Discontinue GYNECARE THERMACHOICE® Promotion and Restructure U.S. Sales Organization

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® to Discontinue GYNECARE THERMACHOICE® Promotion and Restructure U.S. Sales Organization MOUNTAIN VIEW, Calif., January 9, 2012 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the leading non-surgical permanent birth control method, announced today

December 27, 2011 EX-10.2

CONCEPTUS, INC. D. KEITH GROSSMAN RESTRICTED STOCK UNIT AWARD AGREEMENT

Conceptus, Inc. D. Keith Grossman Restricted Stock Unit Award Agreement Exhibit 10.2 CONCEPTUS, INC. D. KEITH GROSSMAN RESTRICTED STOCK UNIT AWARD AGREEMENT This D. KEITH GROSSMAN RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is entered into effective as of December 13, 2011 (the “Grant Date”) between Conceptus, Inc. (the “Company”) and D. Keith Grossman (“Participant”). This award of re

December 27, 2011 EX-4.1

CONCEPTUS, INC. WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee Dated as of December 23, 2011 5.00% Convertible Senior Notes due 2031 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 12

Indenture between the Company and Wells Fargo Bank, National Association Exhibit 4.

December 27, 2011 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): December 20, 2011 CONCEPTUS, INC.

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): December 20, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organizati

December 27, 2011 S-8

As filed with the Securities and Exchange Commission on December 27, 2011

Form S-8 As filed with the Securities and Exchange Commission on December 27, 2011 Registration No.

December 27, 2011 EX-99.1

Conceptus® Announces Private Exchange of Convertible Senior Notes Due 2027 for Convertible Senior Notes Due 2031

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Announces Private Exchange of Convertible Senior Notes Due 2027 for Convertible Senior Notes Due 2031 MOUNTAIN VIEW, Calif., December 20, 2011 – Conceptus, Inc. (Nasdaq: CPTS), announced today that the Company has entered into separate, privately-negotiated exchange ag

December 27, 2011 EX-10.1

CONCEPTUS, INC. D. KEITH GROSSMAN STOCK APPRECIATION RIGHT AGREEMENT

Conceptus, Inc. D. Keith Grossman Stock Appreciation Right Agreement Exhibit 10.1 CONCEPTUS, INC. D. KEITH GROSSMAN STOCK APPRECIATION RIGHT AGREEMENT This D. KEITH GROSSMAN STOCK APPRECIATION RIGHT AGREEMENT (the “Agreement”) is entered into effective as of December 13, 2011 (the “Effective Date”) between Conceptus, Inc. (the “Company”) and D. Keith Grossman (“Participant”). This award of stock a

December 27, 2011 EX-10.1

Subscription Agreement

Form of Subscription Agreement Exhibit 10.1 Subscription Agreement THE SECURITIES REFERRED TO HEREIN AND THE SHARES OF COMMON STOCK, IF ANY, ISSUABLE UPON CONVERSION OF THE SECURITIES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION, NOR HAS THE UNITED STA

December 21, 2011 8-K

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 21, 2011 CONCEPTUS, INC. (Exact name o

Form 8-K 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 21, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation or organization) 000-27596 (Commission file numb

December 19, 2011 8-K

Regulation FD Disclosure

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 16, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file nu

December 9, 2011 EX-10.1

Employment Agreement

Employment Agreement - Keith Grossman Exhibit 10.1 Employment Agreement This Employment Agreement (the “Agreement”), dated as of December 6, 2011 (the “Effective Date”), is made by and between Conceptus, Inc., a Delaware corporation (the “Company”), and Keith Grossman (the “Executive”) (collectively referred to herein as the “Parties”). RECITALS WHEREAS, the Company desires to assure itself of the

December 9, 2011 EX-99.1

Conceptus® Appoints D. Keith Grossman President and Chief Executive Officer

Press Release - Conceptus Appoints D. Keith Grossman President and CEO Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Appoints D. Keith Grossman President and Chief Executive Officer MOUNTAIN VIEW, Calif., December 8, 2011 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the leading non-surgica

December 9, 2011 EX-99.2

Conceptus® Updates 2011 Financial Guidance

Exhibit 99.2 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Updates 2011 Financial Guidance MOUNTAIN VIEW, Calif., December 8, 2011 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the leading non-surgical permanent birth control method, today announced updated financial guidance for 2011. The Company expec

December 9, 2011 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): December 6, 2011 CONCEPTUS, INC.

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): December 6, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organizatio

December 9, 2011 EX-10.2

GENERAL RELEASE AND SEPARATION AGREEMENT

General Release and Separation Agreement Exhibit 10.2 GENERAL RELEASE AND SEPARATION AGREEMENT This General Release and Separation Agreement (the “Agreement”) is entered into by and between Mark M. Sieczkarek (the “Executive”) and Conceptus, Inc., a Delaware corporation, (the “Company”), effective eight (8) days after Executive’s signature (the “Effective Date”), unless Executive revokes Executive

November 9, 2011 EX-10.2

FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT

First Amendment and Waiver to Credit Agreement Exhibit 10.2 FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT This FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT (this “Amendment”) is made and entered into as of October 25, 2011, by and among WELLS FARGO BANK, NATIONAL ASSOCIATION (herein called “Bank”) and CONCEPTUS, INC., a Delaware corporation (“Borrower”), with reference to the following facts an

November 9, 2011 10-Q

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

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 25, 2011 EX-99.2

Third Quarter of 2011

Slides Accompanying October 25, 2011 Third Quarter 2011 Earnings Call Third Quarter of 2011 October 25, 2011 © 2011 Conceptus, Inc.

October 25, 2011 EX-99.1

Conceptus® Reports Third Quarter Financial Results

Press Release Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Reports Third Quarter Financial Results • Domestic physician penetration metrics solid • Updates 2011 financial guidance MOUNTAIN VIEW, Calif., October 25, 2011 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the most effective non-s

October 25, 2011 8-K

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 25, 2011 CONCEPTUS, INC. (Exact name of

Form 8-K 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 25, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

October 20, 2011 8-K

Current Report

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 17, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file num

October 20, 2011 EX-99.1

Conceptus® Wins Favorable Verdict in Patent Litigation Against Hologic; Jury Awards Conceptus $18.8 million

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus? Wins Favorable Verdict in Patent Litigation Against Hologic; Jury Awards Conceptus $18.8 million MOUNTAIN VIEW, Calif., October 17, 2011 ? Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure? procedure, the most effective non-surgical permanent birth control method

October 14, 2011 8-K/A

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): May 25, 2011 CONCEPTUS, INC. (Exact name of r

Form 8-K Amendment 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): May 25, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Co

October 7, 2011 8-K

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 3, 2011 CONCEPTUS, INC. (Exact name of

Form 8-K 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 3, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

October 7, 2011 EX-2.1

ASSET SALE AND PURCHASE AGREEMENT relating to the sale and purchase of certain assets and liabilities of SIGMA Medical B.V. DATED 3 October 2011 Sigma Medical B.V. as Seller Conceptus B.V. as Purchaser Clause Page 1 DEFINITIONS AND INTERPRETATION 2 2

Exhibit 2.1 ASSET SALE AND PURCHASE AGREEMENT relating to the sale and purchase of certain assets and liabilities of SIGMA Medical B.V. DATED 3 October 2011 Sigma Medical B.V. as Seller and Conceptus B.V. as Purchaser INDEX Clause Page 1 DEFINITIONS AND INTERPRETATION 2 2 SALE AND PURCHASE 3 3 PURCHASE PRICE 5 4 CONDITIONS PRECEDENT 6 5 COMPLETION 8 6 EMPLOYEES 9 7 POST-COMPLETION COVENANT 10 9 WA

September 22, 2011 SC 13D

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

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . .14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ????? )* Conceptus, Inc. (Name of Issuer) Common Stock, $0.003 par value (Title of Class of Securities) 206016107 (CUSIP Number) Stephe

August 26, 2011 EX-10.1

CREDIT AGREEMENT

Credit Agreement Exhibit 10.1 EXECUTION CREDIT AGREEMENT THIS CREDIT AGREEMENT (this “Agreement”) is entered into as of August 25, 2011, by and between CONCEPTUS, INC., a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”). RECITALS Borrower has requested that Bank extend or continue credit to Borrower as described below, and Bank has agreed to provide such credi

August 26, 2011 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): August 25, 2011 CONCEPTUS, INC. (

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): August 25, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization

August 26, 2011 EX-99.1

Conceptus® Enters Into New Revolving Line of Credit Agreement with Wells Fargo Bank, N.A.

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Enters Into New Revolving Line of Credit Agreement with Wells Fargo Bank, N.A. MOUNTAIN VIEW, Calif., August 26, 2011 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the most effective non-surgical permanent birth control method available, today a

August 10, 2011 SC 13G

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

August 9, 2011 10-Q

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

Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 30, 2011 For the quarterly period ended June 30, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-275

August 4, 2011 8-K

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 4, 2011 CONCEPTUS, INC. (Exact name of r

Form 8-K 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 4, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission f

August 4, 2011 EX-99.1

Conceptus? Reports Second Quarter Financial Results

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus? Reports Second Quarter Financial Results ? Reports net sales of $33.8 million, 27% sequential growth ? Expands hysteroscopic sterilization market with strong new-physician penetration metrics ? Updates financial guidance MOUNTAIN VIEW, Calif., August 4, 2011 ? Conceptu

August 4, 2011 EX-99.2

Second Quarter of 2011

Slides Accompanying August 4, 2011 Second Quarter 2011 Earnings Call Second Quarter of 2011 August 4, 2011 Conceptus, Inc.

August 1, 2011 8-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 1, 2011 CONCEPTUS, INC. (Exact name of r

Form 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 1, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission f

June 29, 2011 8-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 29, 2011 CONCEPTUS, INC. (Exact name of re

Form 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 29, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission fi

June 29, 2011 EX-10.1

June 2, 2011

Employment Agreement Exhibit 10.1 June 2, 2011 Feridun Ozdil Dear Feridun, I am pleased to offer you the position of Executive Vice President, Research & Development with Conceptus, Inc., at a starting salary of $20,416.67 per month, which equates to $245,000.00 annually, subject to all Federal, State and other applicable taxes and withholdings, payable on bi-weekly basis. In this capacity, you wi

May 27, 2011 8-K

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 27, 2011 CONCEPTUS, INC. (Exact name of reg

Form 8-K 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 27, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission fil

May 25, 2011 CORRESP

* * *

Correspondence Letter Conceptus, Inc. 331 East Evelyn Avenue Mountain View, CA 94041 May 25, 2011 VIA EDGAR and FACSIMILE: (703) 813-6985 Mr. Brian Cascio Ms. Kristin Lochhead Mr. Gary Todd United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Mailstop 3030 Washington, D.C. 20549-6010 Re: Conceptus, Inc. Form 10-K for the fiscal year ended December 31, 2

May 10, 2011 10-Q

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-27596 CONCEPTUS, INC. (Exa

May 10, 2011 8-K

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 10, 2011 CONCEPTUS, INC. (Exact name of reg

Current Report on Form 8-K 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 10, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organizatio

May 10, 2011 EX-99.1

Conceptus? Reports First Quarter Financial Results Affirms 2011 Financial Guidance Conference Call Begins at 4:30 p.m. Eastern Time Today

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus? Reports First Quarter Financial Results Affirms 2011 Financial Guidance Conference Call Begins at 4:30 p.m. Eastern Time Today MOUNTAIN VIEW, Calif., May 10, 2011 ? Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure? procedure, the most effective non-surgical perm

May 10, 2011 EX-99.2

Conceptus, Inc.

Slides Accompanying May 10, 2011 First Quarter 2011 Earnings Call Conceptus, Inc. Quarterly Results First Quarter of 2011 © 2011 Conceptus, Inc. All rights reserved. May 10, 2011 Exhibit 99.2 Safe Harbor © 2011 Conceptus, Inc. All rights reserved. - 2 - Except for the historical information contained herein, the matters discussed in this presentation include forward-looking statements, the accurac

April 15, 2011 EX-10.1

CONCEPTUS, INC. SAM TRUJILLO STOCK APPRECIATION RIGHT AGREEMENT

Exhibit 10.1 CONCEPTUS, INC. SAM TRUJILLO STOCK APPRECIATION RIGHT AGREEMENT This SAM TRUJILLO STOCK APPRECIATION RIGHT AGREEMENT (the “Agreement”) is entered into effective as of March 2, 2011 (the “Effective Date”) between Conceptus, Inc. (the “Company”) and Sam Trujillo (the “Participant”). This award of stock appreciation rights (“SARs”) has been granted without stockholder approval as a stand

April 15, 2011 S-8

As filed with the Securities and Exchange Commission on April 15, 2011

Registration Statement on Form S-8 As filed with the Securities and Exchange Commission on April 15, 2011 Registration No.

April 14, 2011 DEF 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934

Definitive Proxy Statement Table of Contents SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 CONCEPTUS, INC.

March 15, 2011 EX-10.32

Conceptus Pricing Matrix

Exhibit 10.32 Conceptus Pricing Matrix Product Number: ESS305 Product Description: Essure Product Last Update: 07/26/10 Tier Brackets Product Kit Quantity Original Contract Price Added PPV (Coils/other) $9.85 Price Increase Cost Reduction (Introducers/Bands) $3.48 Price Reduction Cost Reduction (FlexMedical Coils) $9.15 Price Reduction Cost Reduction (PwC Tight Pitch Coil) $1.68 Price Reduction Ti

March 15, 2011 EX-10.31

December 20, 2010

Exhibit 10.31 December 20, 2010 Samuel R. Trujillo Dear Sam, I am pleased to offer you the position of Executive Vice President, Marketing with Conceptus, Inc., at a starting salary of $20,416.66 per month, which equates to $245,000.00 annually, subject to all Federal, State and other applicable taxes and withholdings, payable on bi-weekly basis. You will also be eligible to receive a bonus of up

March 15, 2011 10-K

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-27596 CONCEPTUS

March 15, 2011 EX-21.0

CONCEPTUS, INC. LIST OF SUBSIDIARIES As of December 31, 2010

List of Conceptus subsidiaries Exhibit 21.0 CONCEPTUS, INC. LIST OF SUBSIDIARIES As of December 31, 2010 Foreign Subsidiary Jurisdiction in Which Incorporated or Organized Conceptus SAS France Conceptus Medical Limited United Kingdom

February 25, 2011 8-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2011 CONCEPTUS, INC. (Exact name o

Form 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commissio

February 25, 2011 EX-99.1

Conceptus® Receives CE Mark for Transvaginal Ultrasound Confirmation for Essure® Procedure Offers an alternative to X-ray exposure to confirm proper device placement

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Receives CE Mark for Transvaginal Ultrasound Confirmation for Essure® Procedure Offers an alternative to X-ray exposure to confirm proper device placement MOUNTAIN VIEW, Calif., February 24, 2011 – Conceptus Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the

February 24, 2011 8-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2011 CONCEPTUS, INC. (Exact name o

Form 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commissio

February 24, 2011 EX-99.1

Conceptus® Reports Fourth Quarter Results Introduces 2011 Financial Guidance

Press Release Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Reports Fourth Quarter Results Introduces 2011 Financial Guidance MOUNTAIN VIEW, Calif., February 24, 2011 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the most effective non-surgical permanent birth control method available, toda

February 24, 2011 EX-99.2

Conceptus Inc.

Slides Accompanying Fourth Quarter 2010 Earnings Call Conceptus Inc. Quarterly Results Fourth Quarter 2010 © 2011 Conceptus, Inc. All rights reserved. February 24, 2011 Exhibit 99.2 - 2 - Safe Harbor Except for the historical information contained herein, the matters discussed in this presentation include forward-looking statements, the accuracy of which is subject to risks and uncertainties. Thes

February 14, 2011 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: * Conceptus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) 12/3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: * Conceptus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 206016107 (CUSIP Number) 12/31/2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is file

February 14, 2011 SC 13G/A

OMB APPROVAL

OMB APPROVAL UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: February 28, 2009 Washington, D.

February 9, 2011 SC 13G/A

OMB APPROVAL

OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response .

February 1, 2011 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 11)* Conceptus, Inc. (Na

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 11)* Conceptus, Inc. (Name of Issuer) Common Stock, $0.003 Par Value Per Share (Title of Class of Securities) 206016107 (CUSIP Number) 12/31/2010 (Date of Event Which Require

January 6, 2011 EX-99.1

Conceptus? Reports Preliminary Fourth Quarter and Full Year 2010 Net Sales

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus? Reports Preliminary Fourth Quarter and Full Year 2010 Net Sales MOUNTAIN VIEW, Calif., January 6, 2011 ? Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure? procedure, the most effective non-surgical permanent birth control method available, today reported prelimi

January 6, 2011 8-K

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 6, 2011 CONCEPTUS, INC. (Exact name of

Form 8-K 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 6, 2011 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

January 6, 2011 EX-99.2

Conceptus® Hires Healthcare Industry Veteran Sam Trujillo as Executive Vice President of Marketing

Conceptus Hires Marketing Veteran Sam Trujillo as EVP of Marketing Exhibit 99.2 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] Conceptus® Hires Healthcare Industry Veteran Sam Trujillo as Executive Vice President of Marketing MOUNTAIN VIEW, Calif., January 6, 2011 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the m

December 9, 2010 SC 13G

OMB APPROVAL

OMB APPROVAL UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: February 28, 2009 Washington, D.

November 8, 2010 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-2759

October 28, 2010 EX-99.1

CONCEPTUS® REPORTS THIRD QUARTER RESULTS

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] CONCEPTUS® REPORTS THIRD QUARTER RESULTS MOUNTAIN VIEW, Calif., October 28, 2010 – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the most effective non-surgical permanent birth control method available, today reported financial results for the three months e

October 28, 2010 8-K

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 28, 2010 CONCEPTUS, INC. (Exact name of

Form 8-K 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 28, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

October 28, 2010 EX-99.2

Quarterly Results

Slides Accompanying Third Quarter 2010 Earnings Call Conceptus Inc. Quarterly Results Third Quarter 2010 © 2010 Conceptus, Inc. All rights reserved. October 28, 2010 Exhibit 99.2 Safe Harbor Except for the historical information contained herein, the matters discussed in this presentation include forward-looking statements, the accuracy of which is subject to risks and uncertainties. These forward

October 5, 2010 8-K

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 5, 2010 CONCEPTUS, INC. (Exact name of

Form 8-K 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 5, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

October 5, 2010 EX-14.1

Code of Business Conduct and Ethics REV 5.0 Adopted: September 29, 2010 Conceptus Compliance Hotline: 800-792-8140 Website: EthicsAndCompliance.conceptus.com Email: [email protected]

Code of Business Conduct and Ethics Rev 5.0 Exhibit 14.1 Code of Business Conduct and Ethics REV 5.0 Adopted: September 29, 2010 Conceptus Compliance Hotline: 800-792-8140 Website: EthicsAndCompliance.conceptus.com Email: [email protected] Table of Contents PAGE A LETTER FROM THE CEO 3 INTRODUCTION 4 CONFLICTS OF INTEREST 5 CORPORATE OPPORTUNITIES 7 INTELLECTUAL PROPERY AND CONFIDENT

August 16, 2010 8-K

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 10, 2010 CONCEPTUS, INC. (Exact name of

Form 8-K 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 10, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission

August 6, 2010 10-Q

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

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 6, 2010 EX-10.1

CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN Adopted: April 27, 2010 Approved By Stockholders: June 14, 2010 ARTICLE 1.

Conceptus, Inc. 2010 Equity Incentive Award Plan EXHIBIT 10.1 CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN Adopted: April 27, 2010 Approved By Stockholders: June 14, 2010 ARTICLE 1. PURPOSE The purpose of the Conceptus, Inc. 2010 Equity Incentive Award Plan (as amended from time to time, the “Plan”) is to promote the success and enhance the value of Conceptus, Inc. (the “Company”) by linking t

August 5, 2010 EX-99.2

Quarterly Financial Results

Conceptus Inc. Quarterly Financial Results Second Quarter 2010 Exhibit 99.2 Safe Harbor -2- Except for the historical information contained herein, the matters discussed in this presentation include forward-looking statements, the accuracy of which is subject to risks and uncertainties. These forward-looking statements include discussions regarding projected net sales and net income for third quar

August 5, 2010 EX-99.1

CONCEPTUS® REPORTS SECOND QUARTER SALES OF $36.8 MILLION Results feature international unit volume growth of 35% over prior year

Press Release Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] CONCEPTUS® REPORTS SECOND QUARTER SALES OF $36.8 MILLION Results feature international unit volume growth of 35% over prior year MOUNTAIN VIEW, Calif. (August 5, 2010) – Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure(R) procedure, the first proven non-surgi

August 5, 2010 8-K

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 5, 2010 CONCEPTUS, INC. (Exact name of r

Form 8-K 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 5, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission f

July 8, 2010 EX-99.1

CONCEPTUS® UPDATES SECOND QUARTER AND FULL YEAR 2010 FINANCIAL GUIDANCE Company to Hold Second Quarter Financial Results Conference Call on August 5, 2010

Exhibit 99.1 Investor Relations and Public Relations Contact: Cindy Klimstra (650) 962-4032 [email protected] CONCEPTUS® UPDATES SECOND QUARTER AND FULL YEAR 2010 FINANCIAL GUIDANCE Company to Hold Second Quarter Financial Results Conference Call on August 5, 2010 MOUNTAIN VIEW, Calif. (July 8, 2010) — Conceptus, Inc. (Nasdaq: CPTS), developer of the Essure® procedure, the first proven n

July 8, 2010 8-K

Current Report

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 8, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file number)

June 25, 2010 EX-10.1

CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN ARTICLE 1.

Exhibit 10.1 CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN ARTICLE 1. PURPOSE The purpose of the Conceptus, Inc. 2010 Equity Incentive Award Plan (as amended from time to time, the “Plan”) is to promote the success and enhance the value of Conceptus, Inc. (the “Company”) by linking the personal interests of the members of the Board, Employees, and Consultants to those of Company stockholders an

June 25, 2010 S-8

As filed with the Securities and Exchange Commission on June 25, 2010

As filed with the Securities and Exchange Commission on June 25, 2010 Registration No.

June 25, 2010 EX-10.7

CONCEPTUS, INC. FIFTH AMENDMENT TO 1995 EMPLOYEE STOCK PURCHASE PLAN 1995 Employee Stock Purchase Plan Adopted: November 22, 1995 Approved By Stockholders: January 1996 First Amendment to Employee Stock Purchase Plan Adopted: March 23, 2004 Second Am

Exhibit 10.7 Appendix B CONCEPTUS, INC. FIFTH AMENDMENT TO 1995 EMPLOYEE STOCK PURCHASE PLAN 1995 Employee Stock Purchase Plan Adopted: November 22, 1995 Approved By Stockholders: January 1996 First Amendment to Employee Stock Purchase Plan Adopted: March 23, 2004 Second Amendment to Employee Stock Purchase Plan Adopted: March 23, 2004 Approved by Stockholders: June 1, 2004 Third Amendment to Empl

June 16, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 16, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of (Commission file number) (I.R.S. employe

June 16, 2010 EX-10.2

CONCEPTUS, INC. FIFTH AMENDMENT TO 1995 EMPLOYEE STOCK PURCHASE PLAN 1995 Employee Stock Purchase Plan Adopted: November 22, 1995 Approved By Stockholders: January 1996 First Amendment to Employee Stock Purchase Plan Adopted: March 23, 2004 Second Am

EX-10.2 3 a10-121101ex10d2.htm EX-10.2 Exhibit 10.2 CONCEPTUS, INC. FIFTH AMENDMENT TO 1995 EMPLOYEE STOCK PURCHASE PLAN 1995 Employee Stock Purchase Plan Adopted: November 22, 1995 Approved By Stockholders: January 1996 First Amendment to Employee Stock Purchase Plan Adopted: March 23, 2004 Second Amendment to Employee Stock Purchase Plan Adopted: March 23, 2004 Approved by Stockholders: June 1,

June 16, 2010 EX-10.1

CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN ARTICLE 1.

Exhibit 10.1 CONCEPTUS, INC. 2010 EQUITY INCENTIVE AWARD PLAN ARTICLE 1. PURPOSE The purpose of the Conceptus, Inc. 2010 Equity Incentive Award Plan (as amended from time to time, the “Plan”) is to promote the success and enhance the value of Conceptus, Inc. (the “Company”) by linking the personal interests of the members of the Board, Employees, and Consultants to those of Company stockholders an

June 11, 2010 8-K

Current Report

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 11, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation or organization) 000-27596 (Commission file number) 94-317024

June 2, 2010 DEFA14A

ARTICLE 1. PURPOSE ARTICLE 2. DEFINITIONS AND CONSTRUCTION ARTICLE 3. SHARES SUBJECT TO THE PLAN ARTICLE 4. ELIGIBILITY AND PARTICIPATION ARTICLE 5. STOCK OPTIONS RESTRICTED STOCK AWARDS ARTICLE 7. STOCK APPRECIATION RIGHTS ARTICLE 8. OTHER T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

June 2, 2010 8-K

Other Events

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 2, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file number)

May 20, 2010 8-K

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 20, 2010 CONCEPTUS, INC. (Exact name of reg

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 20, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file number)

May 10, 2010 8-K

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, 2010 CONCEPTUS, INC. (Exact name of regi

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, 2010 CONCEPTUS, INC. (Exact name of registrant as specified in charter) Delaware 000-27596 94-3170244 (State or other jurisdiction of incorporation or organization) (Commission file number)

May 7, 2010 EX-10.3

Product Kit Quantity

Exhibit 10.3 Conceptus Pricing Matrix Product Number: ESS305 Product Description: Essure Product Last Update: 3/31/2010 Tier Brackets Product Kit Quantity Original Contract Price Added PPV (Coils/other) $9.85 Price Increase Cost Reduction (Introducers/Bands) $3.48 Price Reduction Cost Reduction (FlexMedical Coils) $9.15 Price Reduction Tier 1 0 - 50,000 $ 114.78 $ 124.63 $ 121.15 $ 112.00 Tier 2 5

May 7, 2010 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-27596 CO

May 5, 2010 SC 13G/A

OMB APPROVAL

OMB APPROVAL UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: February 28, 2009 Washington, D.

May 5, 2010 SC 13G

OMB APPROVAL

OMB APPROVAL UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: February 28, 2009 Washington, D.

April 30, 2010 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934

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