FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Moore Daniel Jeffrey 		2. Issuer Name and Ticker or Trading Symbol

CYBERONICS INC [ CYBX ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President & CEO (Former)
(Last)          (First)          (Middle)

100 CYBERONICS BLVD 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/19/2015
(Street)

HOUSTON, TX 77058
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   10/19/2015     F    8890   (2) D   (1) 79427   D    
Common Stock   10/19/2015     F    559   (2) D   (1) 78868   D    
Common Stock   10/19/2015     F    559   (2) D   (1) 78309   D    
Common Stock   10/19/2015     F    4872   (2) D   (1) 73437   D    
Common Stock   10/19/2015     D    73437   D   (1) 0   D    
Common Stock   10/19/2015     D    2586   D   (1) 0   I   DJM Family Partnership Ltd.  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to purchase common stock   $24.33   10/19/2015     D         11776    10/19/2015   10/19/2015   Common Stock   11776     (3) 157753   D    
Option to purchase common stock   $25.71   10/19/2015     D         24186    10/19/2015   10/19/2015   Common Stock   24186     (3) 133567   D    
Option to purchase common stock   $42.52   10/19/2015     D         30318    10/19/2015   10/19/2015   Common Stock   30318     (3) 103249   D    
Option to purchase common stock   $51.90   10/19/2015     D         46626    10/19/2015   10/19/2015   Common Stock   46626     (4) 56623   D    
Option to purchase common stock   $57.39   10/19/2015     D         56623    10/19/2015   10/19/2015   Common Stock   56623     (4) 0   D    

Explanation of Responses:
( 1)  Pursuant to the terms of the definitive Transaction Agreement (the "Transaction Agreement"), dated as of March 23, 2015 by and among Cyberonics, Inc., Sorin, S.p.A., a joint stock company organized under the laws of Italy, LivaNova PLC, a public limited company incorporated under the laws of England and Wales and Cypher Merger Sub, Inc., a Delaware corporation providing for the business combination between Cyberonics, Inc. and Sorin S.p.A. under LivaNova PLC as the resulting holding company, upon completion of such business combination transactions contemplated thereunder, each share of Cyberonics, Inc. common stock was converted into the right to receive one ordinary share of LivaNova PLC.
( 2)  Pursuant to the terms of the Transaction Agreement, upon completion of the business combination transactions contemplated thereunder, each outstanding share of Cyberonics, Inc. restricted stock accelerated and fully vested in accordance with the terms of the Transaction Agreement and was converted into, and exchanged for one ordinary share of LivaNova PLC (less applicable taxes required to be withheld). The referenced shares were withheld from distribution. Such shares were forfeited and the associated value was used to offset the tax liability.
( 3)  Pursuant to the terms of the Transaction Agreement, upon completion of the business combination transactions contemplated thereunder, each Cyberonics, Inc. option held by Daniel J. Moore granted prior to January 1, 2013 was cancelled in accordance with the terms of the Transaction Agreement in exchange for an amount in cash equal to (rounded down to the nearest whole cent) the excess, if any, of (a) $65.8829 over (b) the per share exercise price of such option immediately prior to the closing of the business combination transactions (less applicable taxes required to be withheld).
( 4)  Pursuant to the terms of the Transaction Agreement, upon completion of the business combination transactions contemplated thereunder, each other Cyberonics option held by Daniel J. Moore became fully vested and was cancelled and converted into an option to purchase one ordinary share of LivaNova PLC.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Moore Daniel Jeffrey
100 CYBERONICS BLVD
HOUSTON, TX 77058 		X
President & CEO (Former)

Signatures
/s/ Daniel J. Moore 10/19/2015
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Cyberonics (NASDAQ:CYBX)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Cyberonics Charts.
Cyberonics (NASDAQ:CYBX)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Cyberonics Charts.