ROCM / Rochester Medical Corporation - SEC-arkivering, Årsberetning, Fuldmagtserklæring

Rochester Medical Corporation
US
DETTE SYMBOL ER IKKE LÆNGERE AKTIVT

Grundlæggende statistik
CIK 868368
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 Rochester Medical Corporation
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
November 25, 2013 15-12G

- ROCHESTER MEDICAL CORP 15-12G 11-25-2013

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: 0-18933 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specifie

November 18, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 16) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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 Authorize

November 14, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on November 14, 2013 Registration No.

November 14, 2013 EX-3.1

AMENDED AND RESTATED ARTICLES OF INCORPORATION ROCHESTER MEDICAL CORPORATION

EX-3.1 2 a13-242205ex3d1.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF ROCHESTER MEDICAL CORPORATION FIRST: The name of the this corporation is Rochester Medical Corporation (the “Corporation”). SECOND: The name and address of the registered office of the Corporation in the State of Minnesota is: CT Corporation, 100 South 5th Street, Suite 1075, Minneapolis, MN 55402, At

November 14, 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, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 a13-2422058k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0—18933 Minnesota 41-1613227

November 14, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on November 14, 2013 Registration No.

November 14, 2013 POS AM

- POS AM

As filed with the Securities and Exchange Commission on November 14, 2013 Registration No.

November 14, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / BARD C R INC /NJ/ - C. R. BARD, INC SC 13D A NO1 11-14-2013 (ROCHESTER MEDICAL CORPORATION) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Rochester Medical Corporation (Name of Issuer) Common Stock, no par value 771497104 (Title of class of securities) (CUSIP number) Peter M. Kreindler, Esq. Senior Vice President, General Counsel and Secretary C. R. Bard, Inc. 730 Central Avenue Murray Hi

November 14, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on November 14, 2013 Registration No.

November 14, 2013 EX-3.2

AMENDED AND RESTATED BY-LAWS ROCHESTER MEDICAL CORPORATION

EX-3.2 3 a13-242205ex3d2.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF ROCHESTER MEDICAL CORPORATION Section 1. ARTICLES OF INCORPORATION AND BY-LAWS 1.1 These By-Laws are subject to the Articles of Incorporation of the corporation. In these By-Laws, references to the Articles of Incorporation and By-Laws mean the provisions of the Articles of Incorporation and the By-Laws as are from tim

November 14, 2013 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on November 14, 2013 Registration No.

November 14, 2013 POS AM

- POS AM

As filed with the Securities and Exchange Commission on November 14, 2013 Registration No.

November 13, 2013 8-K

Other Events, Submission of Matters to a Vote of Security Holders - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8–K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0–18933 Minnesota 41-1613227 (State or other jurisdictio

November 4, 2013 8-K

Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8–K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0–18933 Minnesota 41-1613227 (State or other jurisdiction

November 4, 2013 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (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 Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

October 18, 2013 DEFA14A

- DEFA14A

DEFA14A 1 a13-213786defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (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 Confidential, for Use of the Commission Only (a

October 18, 2013 8-K

Other Events - 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): October 17, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0–18933 Minnesota 41-1613227 (State or other jurisdiction

October 11, 2013 EX-99.1

ROCHESTER MEDICAL TO HOLD SPECIAL MEETING OF SHAREHOLDERS NOVEMBER 13, 2013 TO APPROVE DEFINITIVE AGREEMENT TO BE ACQUIRED BY C. R. BARD

Exhibit 99.1 FOR IMMEDIATE RELEASE ROCHESTER MEDICAL TO HOLD SPECIAL MEETING OF SHAREHOLDERS NOVEMBER 13, 2013 TO APPROVE DEFINITIVE AGREEMENT TO BE ACQUIRED BY C. R. BARD STEWARTVILLE, Minn., October 10, 2013 — Rochester Medical Corporation (NASDAQ: ROCM), has established a record date and a special meeting date for the Company’s shareholders to consider and vote on the proposal to adopt the prev

October 11, 2013 EX-99.1

ROCHESTER MEDICAL TO HOLD SPECIAL MEETING OF SHAREHOLDERS NOVEMBER 13, 2013 TO APPROVE DEFINITIVE AGREEMENT TO BE ACQUIRED BY C. R. BARD

EX-99.1 2 a13-213784ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE ROCHESTER MEDICAL TO HOLD SPECIAL MEETING OF SHAREHOLDERS NOVEMBER 13, 2013 TO APPROVE DEFINITIVE AGREEMENT TO BE ACQUIRED BY C. R. BARD STEWARTVILLE, Minn., October 10, 2013 — Rochester Medical Corporation (NASDAQ: ROCM), has established a record date and a special meeting date for the Company’s shareholders to consider and

October 11, 2013 DEFM14A

- DEFM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 11, 2013 DEFA14A

- 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): October 10, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0–18933 Minnesota 41-1613227 (State or other jurisdiction

October 11, 2013 8-K

Financial Statements and Exhibits, Other Events - 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): October 10, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0–18933 Minnesota 41-1613227 (State or other jurisdiction

October 10, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 15) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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 Authorize

October 1, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 14) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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 Authorize

September 30, 2013 PREM14A

- PREM14A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 19, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 13) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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 Authorize

September 13, 2013 SC 13D

ROCM / Rochester Medical Corporation / BARD C R INC /NJ/ Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 ROCHESTER MEDICAL CORPORATION (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 771497104 (CUSIP Number) Jean F. Holloway, Esq. Vice President, General Counsel and Secretary C. R. Bard, Inc. 730 Central Avenue Murray Hill, New Jersey 07974 Telephon

September 9, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 12) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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 Authorize

September 6, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 11) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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 Authorize

September 5, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 10) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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 Authorize

September 4, 2013 EX-3.2

SECOND AMENDED AND RESTATED BYLAWS OF ROCHESTER MEDICAL CORPORATION (As Amended Through September 3, 2013) ARTICLE I OFFICES, CORPORATE SEAL

Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF ROCHESTER MEDICAL CORPORATION (As Amended Through September 3, 2013) ARTICLE I OFFICES, CORPORATE SEAL Section 1.01 Registered Office. The registered office of the corporation in Minnesota shall be that set forth in the articles of incorporation or in the most recent amendment of the articles of incorporation or resolution of the directors filed wi

September 4, 2013 EX-10.2

NON-COMPETITION AGREEMENT

EX-10.2 7 a13-201511ex10d2.htm EX-10.2 Exhibit 10.2 Execution Version NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT (this “Agreement”) is entered into as of September 3, 2013 by and among C. R. Bard, Inc., a New Jersey corporation (the “Parent”), Rochester Medical Corporation, a Minnesota corporation (the “Company”), Starnorth Acquisition Corp., a Minnesota corporation and a wholly-owne

September 4, 2013 EX-3.1

RESOLUTIONS OF THE BOARD OF DIRECTORS OF ROCHESTER MEDICAL CORPORATION Bylaw Amendment

Exhibit 3.1 RESOLUTIONS OF THE BOARD OF DIRECTORS OF ROCHESTER MEDICAL CORPORATION Bylaw Amendment WHEREAS, Section 2.03 of the Amended and Restated Bylaws (“Bylaws”) of Rochester Medical Corporation (the “Company”) could be read to provide that any special meeting of the Company’s shareholders for the purpose of considering any action to directly or indirectly facilitate or affect a business comb

September 4, 2013 EX-3.1

RESOLUTIONS OF THE BOARD OF DIRECTORS OF ROCHESTER MEDICAL CORPORATION Bylaw Amendment

EX-3.1 4 a13-201511ex3d1.htm EX-3.1 Exhibit 3.1 RESOLUTIONS OF THE BOARD OF DIRECTORS OF ROCHESTER MEDICAL CORPORATION Bylaw Amendment WHEREAS, Section 2.03 of the Amended and Restated Bylaws (“Bylaws”) of Rochester Medical Corporation (the “Company”) could be read to provide that any special meeting of the Company’s shareholders for the purpose of considering any action to directly or indirectly

September 4, 2013 DEFA14A

- 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): September 3, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0–18933 Minnesota 41-1613227 (State or other jurisdictio

September 4, 2013 EX-10.1

NON-COMPETITION AGREEMENT

EX-10.1 6 a13-201511ex10d1.htm EX-10.1 Exhibit 10.1 Execution Version NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT (this “Agreement”) is entered into as of September 3, 2013 by and among C. R. Bard, Inc., a New Jersey corporation (the “Parent”), Rochester Medical Corporation, a Minnesota corporation (the “Company”), Starnorth Acquisition Corp., a Minnesota corporation and a wholly-owne

September 4, 2013 EX-2.2

VOTING AND SUPPORT AGREEMENT

EX-2.2 3 a13-201511ex2d2.htm EX-2.2 Exhibit 2.2 EXECUTION VERSION VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) dated as of September 3, 2013, is entered into among C. R. Bard, Inc., a New Jersey corporation (“Parent”), and the shareholders of Rochester Medical Corporation, a Minnesota corporation (the “Company”), identified on Schedule A hereto (each, a “Shareh

September 4, 2013 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among C. R. BARD, INC., STARNORTH ACQUISITION CORP. ROCHESTER MEDICAL CORPORATION Dated as of September 3, 2013

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among C. R. BARD, INC., STARNORTH ACQUISITION CORP. and ROCHESTER MEDICAL CORPORATION Dated as of September 3, 2013 TABLE OF CONTENTS Page ARTICLE I MERGER; EFFECT OF THE MERGER ON CAPITAL STOCK; CLOSING 2 1.1 The Merger 2 1.2 Articles of Merger 2 1.3 Articles of Incorporation 2 1.4 Bylaws 2 1.5 Directors and Officers 2 1.6 Effect o

September 4, 2013 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (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 Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

September 4, 2013 EX-10.1

NON-COMPETITION AGREEMENT

Exhibit 10.1 Execution Version NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT (this “Agreement”) is entered into as of September 3, 2013 by and among C. R. Bard, Inc., a New Jersey corporation (the “Parent”), Rochester Medical Corporation, a Minnesota corporation (the “Company”), Starnorth Acquisition Corp., a Minnesota corporation and a wholly-owned subsidiary of Parent (“MergerSub”), a

September 4, 2013 EX-99.1

Rochester Medical to be Acquired by C. R. Bard for Approximately $262 Million

EX-99.1 8 a13-201511ex99d1.htm EX-99.1 Exhibit 99.1 For Release 6:00 A.M., C.S.T. Wednesday, September 4th, 2013 Rochester Medical to be Acquired by C. R. Bard for Approximately $262 Million Stewartville, MN September 4, 2013 Rochester Medical Corporation (NASDAQ: ROCM) today announced it has entered into a definitive merger agreement with C. R. Bard, Inc. (NYSE: BCR) at a price of $20 per share,

September 4, 2013 EX-2.2

VOTING AND SUPPORT AGREEMENT

Exhibit 2.2 EXECUTION VERSION VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) dated as of September 3, 2013, is entered into among C. R. Bard, Inc., a New Jersey corporation (“Parent”), and the shareholders of Rochester Medical Corporation, a Minnesota corporation (the “Company”), identified on Schedule A hereto (each, a “Shareholder” and, collectively, the “Share

September 4, 2013 EX-99.1

Rochester Medical to be Acquired by C. R. Bard for Approximately $262 Million

EX-99.1 8 a13-201511ex99d1.htm EX-99.1 Exhibit 99.1 For Release 6:00 A.M., C.S.T. Wednesday, September 4th, 2013 Rochester Medical to be Acquired by C. R. Bard for Approximately $262 Million Stewartville, MN September 4, 2013 Rochester Medical Corporation (NASDAQ: ROCM) today announced it has entered into a definitive merger agreement with C. R. Bard, Inc. (NYSE: BCR) at a price of $20 per share,

September 4, 2013 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among C. R. BARD, INC., STARNORTH ACQUISITION CORP. ROCHESTER MEDICAL CORPORATION Dated as of September 3, 2013

EX-2.1 2 a13-201511ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among C. R. BARD, INC., STARNORTH ACQUISITION CORP. and ROCHESTER MEDICAL CORPORATION Dated as of September 3, 2013 TABLE OF CONTENTS Page ARTICLE I MERGER; EFFECT OF THE MERGER ON CAPITAL STOCK; CLOSING 2 1.1 The Merger 2 1.2 Articles of Merger 2 1.3 Articles of Incorporation 2 1.4 Bylaws 2 1.5 D

September 4, 2013 EX-10.2

NON-COMPETITION AGREEMENT

Exhibit 10.2 Execution Version NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT (this “Agreement”) is entered into as of September 3, 2013 by and among C. R. Bard, Inc., a New Jersey corporation (the “Parent”), Rochester Medical Corporation, a Minnesota corporation (the “Company”), Starnorth Acquisition Corp., a Minnesota corporation and a wholly-owned subsidiary of Parent (“MergerSub”), a

September 4, 2013 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - 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): September 3, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Commission File Number: 0–18933 Minnesota 41-1613227 (State or other jurisdictio

September 4, 2013 EX-3.2

SECOND AMENDED AND RESTATED BYLAWS OF ROCHESTER MEDICAL CORPORATION (As Amended Through September 3, 2013) ARTICLE I OFFICES, CORPORATE SEAL

EX-3.2 5 a13-201511ex3d2.htm EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF ROCHESTER MEDICAL CORPORATION (As Amended Through September 3, 2013) ARTICLE I OFFICES, CORPORATE SEAL Section 1.01 Registered Office. The registered office of the corporation in Minnesota shall be that set forth in the articles of incorporation or in the most recent amendment of the articles of incorporation or

August 9, 2013 SC 13G/A

ROCM / Rochester Medical Corporation / PACIFIC GLOBAL INVESTMENT MANAGEMENT CO - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (CUSIP Number) July 31, 2013 (Date of Event which Requires Fling of this Statement) Check the appropriate box to designate the rule pursuant to which thi

August 9, 2013 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2013 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-

August 1, 2013 EX-99.1

Summer 2013 Rochester Medical Corporation Investor Presentation

Exhibit 99.1 Summer 2013 Rochester Medical Corporation Investor Presentation Outline . Company Overview . Investment Considerations . Global Revenue Growth Trend . Sound Growth Strategy . Market Opportunity & Product Lines . Financial Summary & Outlook 2 Company Overview . Founded in 1988 . Develop, manufacture and market innovative disposable incontinence and bladder drainage products . Advanced

August 1, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 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 1, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Commis

July 30, 2013 EX-99.1

Rochester Medical Reports Fiscal 2013 Third Quarter Results

EX-99.1 2 a13-175761ex99d1.htm EX-99.1 Exhibit 99.1 For Release 3:00 p.m., C.S.T. Tuesday, July 30th, 2013 Rochester Medical Reports Fiscal 2013 Third Quarter Results Stewartville, MN July 30, 2013 Rochester Medical Corporation (NASDAQ:ROCM) today announced operating results for its third quarter ended June 30, 2013. The Company reported sales of $16,991,000 for the current quarter compared to $15

July 30, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Commiss

April 25, 2013 EX-99.1

Rochester Medical Reports Fiscal 2013 Second Quarter Results

EX-99.1 2 a13-108831ex99d1.htm EX-99.1 Exhibit 99.1 For Release 3:00 p.m., C.S.T. Thursday, April 25, 2013 Rochester Medical Reports Fiscal 2013 Second Quarter Results Stewartville, MN April 25, 2013 Rochester Medical Corporation (NASDAQ:ROCM) today announced operating results for its second quarter ended March 31, 2013. The Company reported sales of $16,635,000 for the current quarter compared to

April 25, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a13-1088318k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdictio

April 15, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 9) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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

March 13, 2013 CORRESP

-

March 12, 2013 Via EDGAR Mr. Kevin L. Vaughn Accounting Branch Chief Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549-5549 RE: Rochester Medical Corporation Form 10—K for the fiscal year ended September 30, 2012 Filed December 19, 2012 Form 10-Q for the Quarter Ended December 31, 2012 Filed February 11, 2013 File No. 0—18933 Dear Mr. Va

February 25, 2013 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 8) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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

February 1, 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, Submission of Matters to a Vote of Security Holders - 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 29, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Comm

February 1, 2013 EX-10.1

EXECUTIVE OFFICER SEVERANCE AGREEMENT

EX-10.1 2 a13-42031ex10d1.htm EX-10.1 Exhibit 10.1 EXECUTIVE OFFICER SEVERANCE AGREEMENT This Executive Officer Severance Agreement (the “Agreement”) is made as of [ , 2013], between ROCHESTER MEDICAL CORPORATION, a Minnesota corporation (the “Company”), and {Name} (the “Executive”). Background Executive is employed by the Company at its headquarters in Stewartville, Minnesota. The purpose of this

January 30, 2013 SC 13G/A

ROCM / Rochester Medical Corporation / CONWAY ANTHONY J - SCHEDULE 13G AMENDMENT NO. 8 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 8) Rochester Medical Corporation (Name of Issuer) Common Stock, without par value (Title of Class of Securities) 771497 10 1 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

January 29, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 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 29, 2013 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Comm

January 29, 2013 EX-99.1

Rochester Medical Reports Fiscal 2013 First Quarter Results

EX-99.1 2 a13-39211ex99d1.htm EX-99.1 Exhibit 99.1 For Release 3:00 p.m., C.S.T. Tuesday, January 29, 2013 Rochester Medical Reports Fiscal 2013 First Quarter Results Stewartville, MN January 29, 2013 Rochester Medical Corporation (NASDAQ:ROCM) today announced operating results for its first quarter ended December 31, 2012. The Company reported record sales of $17,252,000 for the current quarter c

December 28, 2012 DEF 14A

- DEF 14A

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 28, 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 - 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 28, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Com

December 28, 2012 EX-99.1

EX-99.1

Exhibit 99.1 FOR IMMEDIATE RELEASE December 28, 2012 Rochester Medical Director Benson E. Smith to Retire from the Company’s Board Stewartville, MN December 28, 2012 Rochester Medical Corporation (NASADQ: ROCM) today announced that board member Benson E. Smith has decided to retire from the Company’s Board of Directors when his current term expires on January 31, 2013. Mr. Smith is Chief Executive

December 18, 2012 EX-10.1

Rochester Medical Corporation Fiscal 2013 Management Incentive Plan (adopted by the Compensation Committee of the Board of Directors on December 12, 2012)

Exhibit 10.1 Rochester Medical Corporation Fiscal 2013 Management Incentive Plan (adopted by the Compensation Committee of the Board of Directors on December 12, 2012) EXECUTIVE MANAGEMENT INCENTIVE PLAN (BONUS) Eligibility · All Executive Officers will be eligible to participate. · Recommended participation rates have been set by the President, and are based upon the respective position level and

December 18, 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 - 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 12, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction (Commission file numbe

December 14, 2012 NT 10-K

- NT 10-K

SEC FILE NUMBER: 0-18933 CUSIP NUMBER: 771497104 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 27, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 27, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Com

November 27, 2012 EX-99.1

Winter 2012-2013 Rochester Medical Corporation Investor Presentation

Exhibit 99.1 Winter 2012-2013 Rochester Medical Corporation Investor Presentation Outline Company Overview Investment Considerations Global Revenue Growth Trend Sound Growth Strategy Market Opportunity & Product Lines Financial Summary & Outlook 2 Company Overview Founded in 1988 Develop, manufacture and market innovative disposable incontinence and bladder drainage products Advanced technology co

November 13, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Com

November 13, 2012 EX-99.1

Rochester Medical Reports Record Fourth Quarter and Fiscal Year Results Provides An Update to Fiscal 2013 Outlook

Exhibit 99.1 For Release 3:00 p.m., C.S.T. Tuesday, November 13, 2012 Rochester Medical Reports Record Fourth Quarter and Fiscal Year Results Provides An Update to Fiscal 2013 Outlook Stewartville, MN November 13, 2012 Rochester Medical Corporation (NASDAQ:ROCM) today announced operating results for its fourth quarter and fiscal year ended September 30, 2012. The Company reported record sales and

November 6, 2012 EX-99.1

Rochester Medical Corporation Announces Decision To Exit The Foley Catheter Business Significant Cost Savings Expected

Exhibit 99.1 For Immediate Release Tuesday, November 6th, 2012 Rochester Medical Corporation Announces Decision To Exit The Foley Catheter Business Significant Cost Savings Expected Stewartville, MN November 6th, 2012 Rochester Medical Corporation (NASDAQ:ROCM) today announced its decision to cease manufacturing and marketing its line of Foley Catheters, including its StrataSITM and StrataNFTM adv

November 6, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Comm

August 9, 2012 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 7) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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

July 26, 2012 EX-99.1

Rochester Medical Reports Third Quarter Results

EX-99.1 2 a12-170991ex99d1.htm EX-99.1 Exhibit 99.1 Rochester Medical Reports Third Quarter Results Stewartville, MN July 26, 2012 Rochester Medical Corporation (NASDAQ:ROCM) today announced operating results for its third quarter ended June 30, 2012. The Company reported sales of $15,252,000 for the current quarter compared to $14,281,000 for the third quarter of last year. It also reported net i

July 26, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Commiss

May 31, 2012 SC 13D/A

ROCM / Rochester Medical Corporation / 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. 6) Rochester Medical Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 771497104 (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

April 24, 2012 EX-99.1

Rochester Medical Reports Second Quarter Results

EX-99.1 Exhibit 99.1 Rochester Medical Reports Second Quarter Results Stewartville, MN April 24, 2012 Rochester Medical Corporation (NASDAQ:ROCM) today announced operating results for its second quarter ended March 31, 2012. The Company reported record sales of $15,259,000 for the current quarter compared to $12,853,000 for the second quarter of last year. It also reported net income of $603,000 o

April 24, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporation) (Commis

January 30, 2012 EX-10.2

ROCHESTER MEDICAL CORPORATION 2010 STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT

Form of 2010 Stock Incentive Plan Restricted Stock Award Agreement for directors Exhibit 10.

January 30, 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, Submission of Matters to a Vote of Security Holders - 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 26, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporati

January 30, 2012 SC 13G/A

ROCM / Rochester Medical Corporation / CONWAY ANTHONY J - SCHEDULE 13G AMENDMENT NO. 7 Passive Investment

Schedule 13G Amendment No. 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 7) Rochester Medical Corporation (Name of Issuer) Common Stock, without par value (Title of Class of Securities) 771497 10 1 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the app

January 30, 2012 EX-10.1

ROCHESTER MEDICAL CORPORATION 2010 STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT

Form of 2010 Stock Incentive Plan Restricted Stock Award Agreement for employees Exhibit 10.

January 30, 2012 EX-10.3

ROCHESTER MEDICAL CORPORATION 2010 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT

Form of 2010 Exhibit 10.3 ROCHESTER MEDICAL CORPORATION 2010 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT This RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is made this day of , , by and between Rochester Medical Corporation, a Minnesota corporation (the “Company”) and , an individual resident of , (“Employee”). 1. Award. The Company hereby grants to Employee an award of r

January 25, 2012 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 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 25, 2012 ROCHESTER MEDICAL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-18933 41-1613227 (State or other jurisdiction of incorporati

January 25, 2012 EX-99.1

Rochester Medical Reports Fiscal 2012 First Quarter Results

Exhibit 99.1 Exhibit 99.1 Rochester Medical Reports Fiscal 2012 First Quarter Results Stewartville, MN January 25, 2012 Rochester Medical Corporation (NASDAQ:ROCM) today announced operating results for its first quarter ended December 31, 2011. The Company reported sales of $13,846,000 for the current quarter compared to $10,946,000 for the first quarter of last year. It also reported net loss of

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista