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Share Name | Share Symbol | Market | Type |
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Avanos Medical Inc | NYSE:AVNS | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.05 | 0.25% | 19.73 | 20.03 | 19.465 | 19.87 | 208,977 | 21:02:16 |
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Delaware
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(State or other jurisdiction of incorporation or organization)
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46-4987888
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(IRS Employer Identification No.)
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5405 Windward Parkway
Suite 100 South
Alpharetta, Georgia
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30004
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(Address of Principal Executive Offices)
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(Zip Code)
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Avanos Medical, Inc. Employee Stock Purchase Plan
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(Full title of the plan)
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John W. Wesley
Senior Vice President and General Counsel
Avanos Medical, Inc.
5405 Windward Parkway
Suite 100 South
Alpharetta, Georgia 30004
(678) 425-9273
(Name, address and telephone number, including area code, of agent for service)
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Copy to:
John B. Shannon
Alston & Bird LLP
One Atlantic Center
1201 West Peachtree Street, NW
Atlanta, Georgia 30309-3424
(404) 881-7466
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Large accelerated filer
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x
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Accelerated filer
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o
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Non-accelerated filer
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o
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Smaller reporting company
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o
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Emerging growth company
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o
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Title of
securities to be
registered
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Amount
to be
registered
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Proposed
maximum
offering
price
per share
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Proposed
maximum
aggregate
offering
price
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Amount of
registration
fee
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Common Stock
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1,000,000
Shares
(1)
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$38.57
(2)
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$38,570,000
(2)
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$4,674.68
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(1)
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Amount to be registered consists of an aggregate of 1,000,000 shares of common stock (“Common Stock”) of Avanos Medical, Inc. (the “Company”) to be issued pursuant to the exercise of awards under the Avanos Medical, Inc. Employee Stock Purchase Plan (the “Plan”), including additional shares that may become issuable in accordance with the adjustment and anti-dilution provisions of the Plan.
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(2)
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Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and (h) under the Securities Act of 1933, as amended, and based upon the average of the high and low sales prices of the Common Stock as reported on the New York Stock Exchange on August 2, 2019.
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Item 3.
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Incorporation of Documents by Reference.
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(a)
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The Company’s Annual Report on Form 10-K for the year ended December 31, 2018;
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(b)
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All other reports filed by the Company pursuant to Section 13(a) or 15(d) of the Exchange Act, since December 31, 2018;
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(c)
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The description of the Common Stock contained in the Company’s Registration Statement on Form 10 (Commission File No. 001-36440) initially filed with the Commission on May 6, 2014, as amended by Amendment No. 1 on June 26, 2014, Amendment No. 2 on August 4, 2014, Amendment No. 3 on August 28, 2014, Amendment No. 4 on September 22, 2014, Amendment No. 5 on October 7, 2014, and Amendment No. 6 on October 15, 2014; and
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(d)
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All other documents subsequently filed by the Company pursuant to Section 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing of a post-effective amendment to this registration statement that indicates that all securities offered have been sold or that deregisters all securities that remain unsold.
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Item 4.
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Description of Securities.
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Item 5.
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Interests of Named Experts and Counsel.
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Item 6.
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Indemnification of Directors and Officers.
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•
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for any breach of their duty of loyalty to the corporation or its stockholders,
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•
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for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law,
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•
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under Section 174 of the Delaware General Corporation Law relating to unlawful payments of dividends or unlawful stock repurchases or redemptions, or
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•
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for any transaction from which the director derived an improper personal benefit.
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Item 7.
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Exemption from Registration Claimed.
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Item 8.
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Exhibits
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Exhibit
Number
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Description of Document
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Item 9.
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Undertakings.
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AVANOS MEDICAL, INC.
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By:
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/s/ Joseph F. Woody
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Joseph F. Woody
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Chief Executive Officer
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SIGNATURE
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TITLE
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DATE
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/s/ Joseph F. Woody
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Chief Executive Officer and Director
(Principal Executive Officer)
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August 7, 2019
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Joseph F. Woody
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/s/ Warren J. Machan
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Senior Vice President - Business Strategy and Interim Chief Financial Officer
(Principal Financial Officer)
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August 7, 2019
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Warren J. Machan
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/s/ Renato Negro
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Vice President - Controller
(Principal Accounting Officer)
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August 7, 2019
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Renato Negro
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*
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Chairman of the Board
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August 7, 2019
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Ronald W. Dollens
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*
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Director
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August 7, 2019
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Gary D. Blackford
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*
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Director
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August 7, 2019
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John P. Byrnes
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*
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Director
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August 7, 2019
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William A. Hawkins
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*
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Director
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August 7, 2019
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Heidi Kunz
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SIGNATURE
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TITLE
|
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DATE
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*
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Director
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August 7, 2019
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Patrick J. O’Leary
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*
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Director
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August 7, 2019
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Maria Sainz
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*
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Director
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August 7, 2019
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Dr. Julie Shimer
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* By:
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/s/ John W. Wesley
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John W. Wesley
Attorney-in-Fact
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1 Year Avanos Medical Chart |
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