Mga Batayang Estadistika
| CIK | 1415336 |
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 ZELTIQ Aesthetics, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 18, 2020 |
ZLTQ / ZELTIQ Aesthetics, Inc. / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Zeltiq Aesthetics Inc (Name of Issuer) Common Stock (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| May 9, 2017 |
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 001-35318 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in |
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| April 28, 2017 |
POS AM 1 d385639dposam.htm POS AM As filed with the Securities and Exchange Commission on April 28, 2017 Registration No. 333-190620 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT Under The Securities Act of 1933 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-190620 ZELTIQ Aestheti |
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| April 28, 2017 |
S-8 POS 1 d385295ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 28, 2017 Registration No. 333-210192 Registration No. 333-202644 Registration No. 333-194134 Registration No. 333-187226 Registration No. 333-183131 Registration No. 333-177606 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATI |
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| April 28, 2017 |
As filed with the Securities and Exchange Commission on April 28, 2017 Registration No. |
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| April 28, 2017 |
S-8 POS 1 d385295ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 28, 2017 Registration No. 333-210192 Registration No. 333-202644 Registration No. 333-194134 Registration No. 333-187226 Registration No. 333-183131 Registration No. 333-177606 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATI |
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| April 28, 2017 |
S-8 POS 1 d385295ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 28, 2017 Registration No. 333-210192 Registration No. 333-202644 Registration No. 333-194134 Registration No. 333-187226 Registration No. 333-183131 Registration No. 333-177606 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATI |
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| April 28, 2017 |
S-8 POS 1 d385295ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 28, 2017 Registration No. 333-210192 Registration No. 333-202644 Registration No. 333-194134 Registration No. 333-187226 Registration No. 333-183131 Registration No. 333-177606 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATI |
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| April 28, 2017 |
S-8 POS 1 d385295ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 28, 2017 Registration No. 333-210192 Registration No. 333-202644 Registration No. 333-194134 Registration No. 333-187226 Registration No. 333-183131 Registration No. 333-177606 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATI |
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| April 28, 2017 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ZELTIQ AESTHETICS, INC. ARTICLE ONE EX-3.1 2 d386158dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ZELTIQ AESTHETICS, INC. ARTICLE ONE NAME The name of the corporation is ZELTIQ AESTHETICS, INC. (the “Corporation”). ARTICLE TWO ADDRESS OF REGISTERED AGENT The address of the Corporation’s registered office in the State of Delaware and the County of Kent is 160 Greentree Drive, Suite 101, Dover, Dela |
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| April 28, 2017 |
EX-3.2 3 d386158dex32.htm EX-3.2 Exhibit 3.2 ZELTIQ AESTHETICS, INC. BYLAWS ZELTIQ AESTHETICS, INC. BYLAWS Table of Contents Page ARTICLE I MEETINGS OF STOCKHOLDERS 1 Section 1.01. Annual Meetings 1 Section 1.02. Special Meetings 1 Section 1.03. Participation in Meetings by Remote Communication 1 Section 1.04. Notice of Meetings; Waiver of Notice 1 Section 1.05. Proxies 2 Section 1.06. Voting List |
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| April 28, 2017 |
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, 2017 ZELTIQ Aesthetics, Inc. |
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| April 28, 2017 |
Form 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 11, 2017 |
DEFA14A 1 d350087ddefa14a.htm DEFA14A 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 ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ |
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| April 6, 2017 |
DEFA14A 1 d372883ddefa14a.htm DEFA14A 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 ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ |
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| April 3, 2017 |
DEFA14A 1 d354204ddefa14a.htm DEFA14A 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 ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ |
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| March 23, 2017 |
DEFM14A 1 d348339ddefm14a.htm DEFM14A Table of Contents 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 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: |
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| March 15, 2017 |
8-K 1 d336224d8k.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): March 9, 2017 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of |
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| March 15, 2017 |
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): March 9, 2017 ZELTIQ Aesthetics, Inc. |
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| March 10, 2017 |
DEFA14A 1 d357230ddefa14a.htm DEFA14A 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 ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ |
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| March 9, 2017 |
PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 1, 2017 |
ZELTIQ ANNOUNCES FOURTH QUARTER AND FULL YEAR 2016 FINANCIAL RESULTS EX-99.1 2 ex991q420161.htm EXHIBIT 99.1 Exhibit 99.1 ZELTIQ ANNOUNCES FOURTH QUARTER AND FULL YEAR 2016 FINANCIAL RESULTS • Fourth quarter revenue of $105.1 million, up 34% year-over-year; Full year revenue of $354.2 million, up 39% year-over-year • Consumable revenue growth of 54% in the fourth quarter and 57% for the full year • Fourth quarter net income of $10.3 million, or 9.8% of revenue; Ful |
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| March 1, 2017 |
DEFA14A 1 a8kq42016er1.htm DEFA14A 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): March 1, 2017 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdictio |
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| March 1, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document 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): March 1, 2017 ZELTIQ Aesthetics, Inc. |
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| March 1, 2017 |
ZELTIQ ANNOUNCES FOURTH QUARTER AND FULL YEAR 2016 FINANCIAL RESULTS EX-99.1 2 ex991q42016.htm EXHIBIT 99.1 Exhibit 99.1 ZELTIQ ANNOUNCES FOURTH QUARTER AND FULL YEAR 2016 FINANCIAL RESULTS • Fourth quarter revenue of $105.1 million, up 34% year-over-year; Full year revenue of $354.2 million, up 39% year-over-year • Consumable revenue growth of 54% in the fourth quarter and 57% for the full year • Fourth quarter net income of $10.3 million, or 9.8% of revenue; Full |
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| March 1, 2017 |
EX-10.55 2 exhibit1055keithsullivan.htm SEVERANCE AND CONSULTING AGREEMENT January 6, 2017 Mr. Keith Sullivan Re: Separation Agreement Dear Keith: This letter sets forth the substance of the separation agreement (the “Agreement”) which ZELTIQ Aesthetics, Inc. (the “Company”) is offering to you in appreciation of your work for the Company. 1. Separation. You have resigned from the Company and your |
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| March 1, 2017 |
CREEKSIDE BUSINESS PARK OFFICE LEASE EX-10.59 6 exhibit1059dublinlease.htm BUILDING LEASE CREEKSIDE BUSINESS PARK OFFICE LEASE This Office Lease (the "Lease"), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is made by and between SFII CREEKSIDE, LLC, a Delaware limited liability company ("Landlord"), and ZELTIQ AESTHETICS, INC., a Delaware corporation ("Tenant"). SUMMARY |
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| March 1, 2017 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Year Ended December 31, 2016 2015 2014 2013 2012 2011 2010 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ 14,778 $ 3,332 $ 1,762 $ (19,165 ) |
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| March 1, 2017 |
AMENDMENT TO EMPLOYEE OFFER LETTER EX-10.56 3 exhibit1056danikaharrison.htm AMENDMENT TO EMPLOYEE OFFER LETTER AMENDMENT TO EMPLOYEE OFFER LETTER This Amendment (this “Amendment”) to the Employee Offer Letter dated October 31, 2014 (the “Agreement”), by and between ZELTIQ Aesthetics, Inc. (“ZELTIQ”) and Danika Harrison (“Harrison”) is effective as of January 18, 2017. WHEREAS, Harrison and ZELTIQ wish to modify various provisions o |
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| March 1, 2017 |
AMENDMENT TO EMPLOYEE OFFER LETTER EX-10.58 5 exhibit1058brenthauser.htm AMENDMENT TO EMPLOYEE OFFER LETTER AMENDMENT TO EMPLOYEE OFFER LETTER This Amendment (this “Amendment”) to the Employee Offer Letter dated October 30, 2012 (the “Agreement”), by and between ZELTIQ Aesthetics, Inc. (“ZELTIQ”) and Brent Hauser (“Hauser”) is effective as of January 17, 2017. WHEREAS, Hauser and ZELTIQ wish to modify various provisions of the Agre |
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| March 1, 2017 |
November 28, 2016 Michael Fitzgerald Re: Employee Offer Letter Dear Mike: ZELTIQ AESTHETICS, INC. |
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| March 1, 2017 |
EX-10.60 7 exhibit1060livermorelease.htm BUILDING LEASE WAREHOUSE/INDUSTRIAL LEASE AGREEMENT BY AND BETWEEN 174 LAWRENCE DRIVE INVESTORS LLC, A DELAWARE LIMITED LIABILITY COMPANY AS LANDLORD AND ZELTIQ AESTHETICS, INC., A DELAWARE CORPORATION AS TENANT DATED JANUARY 31, 2017 TABLE OF CONTENTS 1. DEMISE; TERMINATION OF EXISTING LEASE 1 2. PREMISES 1 3. TERM 4 4. RENT 4 5. UTILITY EXPENSES 11 6. LAT |
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| March 1, 2017 |
EX-21.1 9 exhibit211q416.htm LIST OF SUBSIDIARIES Exhibit 21.1 LIST OF REGISTRANT'S SUBSIDIARIES SUBSIDIARY NAME JURISDICTION OF ORGANIZATION ZELTIQ LIMITED United Kingdom ZELTIQ Ireland International Holdings Unlimited Company Ireland ZELTIQ Ireland Unlimited Company Ireland |
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| March 1, 2017 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period to . Commission file number: 001-35318 Z |
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| February 28, 2017 |
DEFA14A 1 d351389ddefa14a.htm DEFA14A 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 ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ |
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| February 15, 2017 |
EX-2.1 2 mergeragreement2.htm EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: ZELTIQ AESTHETICS, INC., a Delaware corporation; ALLERGAN HOLDCO US, INC., a Delaware corporation; and BLIZZARD MERGER SUB, INC., a Delaware corporation Dated as of February 13, 2017 1. 2. TABLE OF CONTENTS Page Section 1. MERGER TRANSACTION 1 1.1 Merger of Merger Sub into the Company 1 1.2 |
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| February 15, 2017 |
DEFA14A 1 a8k21517mergeragreement1.htm DEFA14A 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): February 13, 2017 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or o |
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| February 15, 2017 |
Exhibit Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: ZELTIQ AESTHETICS, INC., a Delaware corporation; ALLERGAN HOLDCO US, INC., a Delaware corporation; and BLIZZARD MERGER SUB, INC., a Delaware corporation Dated as of February 13, 2017 1. 2. TABLE OF CONTENTS Page Section 1. MERGER TRANSACTION 1 1.1 Merger of Merger Sub into the Company 1 1.2 Effect of the Merger 1 1.3 Closing |
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| February 15, 2017 |
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): February 13, 2017 ZELTIQ Aesthetics, Inc. |
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| February 15, 2017 |
SC 13G/A 1 zltq123116.htm AMENDMENT TO FORM SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check |
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| February 14, 2017 |
Exhibit NEWS RELEASE CONTACTS: Allergan: Investors: Lisa DeFrancesco (862) 261-7152 Media: Mark Marmur (862) 261-7558 ZELTIQ: Investors: Nick Laudico The Ruth Group (646) 536-7030 Allergan to Acquire ZELTIQ, Best-in-Class Company in Fast-Growing Body Contouring Segment, for $2. |
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| February 14, 2017 |
DEFA14A 1 a8k213171.htm DEFA14A 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): February 13, 2017 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdicti |
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| February 14, 2017 |
DEFA14A 1 def1411.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only |
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| February 14, 2017 |
DEFA14A 1 def143.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only ( |
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| February 14, 2017 |
ZELTIQ Aesthetics SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 def142.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidentia |
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| February 14, 2017 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| February 14, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ZELTIQ AESTHETICS, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 13, 2017 |
DEF 14A 1 def141.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only ( |
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| February 13, 2017 |
Financial Statements and Exhibits, Other Events 8-K 1 a8k21317.htm 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): February 13, 2017 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of inc |
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| February 13, 2017 |
EX-99.1 2 ex991.htm EXHIBIT 99.1 NEWS RELEASE CONTACTS: Allergan: Investors: Lisa DeFrancesco (862) 261-7152 Media: Mark Marmur (862) 261-7558 ZELTIQ: Investors: Nick Laudico The Ruth Group (646) 536-7030 Allergan to Acquire ZELTIQ, Best-in-Class Company in Fast-Growing Body Contouring Segment, for $2.47 Billion - Immediately Accretive All Cash Transaction Expected to Close in the Second Half of 2 |
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| February 10, 2017 |
ZLTQ / ZELTIQ Aesthetics, Inc. / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zeltiq Aesthetics Inc (Name of Issuer) Common Stock (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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| February 10, 2017 |
ZLTQ / ZELTIQ Aesthetics, Inc. / VANGUARD GROUP INC Passive Investment SC 13G 1 zeltiqaestheticsinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Zeltiq Aesthetics Inc Title of Class of Securities: Common Stock CUSIP Number: 98933Q108 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the rule pursuan |
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| January 24, 2017 |
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): January 18, 2017 ZELTIQ Aesthetics, Inc. |
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| January 9, 2017 |
8-K 1 a8kq42016prerelease.htm 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): January 5, 2017 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdicti |
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| January 9, 2017 |
ZELTIQ REPORTS PRELIMINARY FOURTH QUARTER AND FULL YEAR 2016 REVENUE AND PROVIDES 2017 GUIDANCE Exhibit Exhibit 99.1 ZELTIQ REPORTS PRELIMINARY FOURTH QUARTER AND FULL YEAR 2016 REVENUE AND PROVIDES 2017 GUIDANCE ? Fourth quarter revenue of approximately $104.5 million, up ~34% year-over-year and representing the highest revenue quarter in company history ? Full year 2016 revenue of approximately $354 million, up ~38% year-over-year ? Company reiterates confidence in full year 2016 profitabi |
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| November 9, 2016 |
ZELTIQ Aesthetics 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: |
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| November 9, 2016 |
ZELTIQ Aesthetics 8-K (Current Report/Significant Event) Document 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): November 9, 2016 ZELTIQ Aesthetics, Inc. |
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| November 9, 2016 |
Exhibit Exhibit 99.1 ZELTIQ ANNOUNCES THIRD QUARTER 2016 FINANCIAL RESULTS Revenue of $95.2 million , up 55% Year-over-Year North America Account Utilization Increase of 25% Year-over-Year Net income of $5.2 million ; Adjusted EBITDA of $16.6 million or 17.4% of Revenues Increases Full Year 2016 Revenue Guidance to a Range of $350 to $352 million ? 403 systems shipped, bringing total installed bas |
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| November 9, 2016 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Nine Months Ended September 30, 2016 2015 2014 2013 2012 2011 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (530 ) $ 3,332 $ 1,762 $ (19,165 |
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| August 9, 2016 |
ZELTIQ Aesthetics 10-Q (Quarterly Report) 10-Q 1 zltq-063016x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to |
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| August 9, 2016 |
EX-10.1 2 exhibit101q216.htm BUILDING LEASE THIS AGREEMENT is made the day of 2016 BETWEEN 1. SEAMUS DESMOND AND DENIS O’CALLAGHAN T/A THE DOC PARTNERSHIP ACTING BY THEIR RECEIVER AND ATTORNEY AENGUS BURNS of Grant Thornton, Ground Floor, Merchants Square, Merchants Road, Galway (the “Landlord”); 2. ZENIMAX ONLINE IRELAND LIMITED a limited liability company having its registered office at Sixth Fl |
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| August 9, 2016 |
4410 ROSEWOOD DRIVE OFFICE LEASE EX-10.2 3 exhibit102q216.htm BUILDING LEASE 4410 ROSEWOOD DRIVE OFFICE LEASE This Office Lease (the "Lease"), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is made by and between SFI PLEASANTON, LLC, a Delaware limited liability company ("Landlord"), and ZELTIQ AESTHETICS, INC., a Delaware corporation ("Tenant"). SUMMARY OF BASIC LEAS |
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| August 9, 2016 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Six Months Ended June 30, 2016 2015 2014 2013 2012 2011 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (12,691 ) $ 3,332 $ 1,762 $ (19,165 ) |
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| August 8, 2016 |
ZELTIQ Aesthetics 8-K (Current Report/Significant Event) Document 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): August 8, 2016 ZELTIQ Aesthetics, Inc. |
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| August 8, 2016 |
EX-99.1 2 ex991q22016.htm EXHIBIT 99.1 Exhibit 99.1 ZELTIQ ANNOUNCES SECOND QUARTER 2016 FINANCIAL RESULTS Increases Revenue Guidance to a Range of $340 to $350 Million Record North America Account Utilization, up 26% Year-over-Year Receives Approval from China Food and Drug Administration for Fat Reduction Commences Launch of New, 35 Minute Applicator – CoolAdvantage™ Announces Development of Coo |
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| June 17, 2016 |
8-K 1 d215295d8k.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 16, 2016 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of |
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| May 31, 2016 |
SD 1 d154339dsd.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 4698 Willow Road, Suite 100 Pleasant |
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| May 31, 2016 |
EX-1.01 Exhibit 1.01 Conflict Mineral Form SD ZELTIQ Aesthetics, Inc. Conflict Minerals Report For the reporting period from January 1, 2015 to December 31, 2015 This Conflict Minerals Report (the ?Report?) of ZELTIQ Aesthetics, Inc. (the ?Company?) has been prepared pursuant to Rule 13p-1 and Form SD (the ?Rule?) promulgated under the Securities Exchange Act of 1934 for the reporting period Janua |
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| May 13, 2016 |
Entry into a Material Definitive Agreement 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): May 10, 2016 ZELTIQ Aesthetics, Inc. |
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| May 11, 2016 |
ZELTIQ Aesthetics 10-Q (Quarterly Report) 10-Q 1 zltq-033116x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period t |
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| May 11, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 Commission File Number: 001-35318 CUSIP Number: 98933Q108 NOTIFICATION OF LATE FILING (Check One) : Form 10-K Form 20-F Form 11-K X Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: March 31, 2016 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form. |
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| May 11, 2016 |
ZELTIQ AESTHETICS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY EFFECTIVE: JULY 22, 2015 EXHIBIT A ZELTIQ AESTHETICS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY EFFECTIVE: JULY 22, 2015 Each member of the Board of Directors (the “Board”) of ZELTIQ Aesthetics, Inc. (“ZELTIQ”) who is not also serving as an employee of ZELTIQ or any of its subsidiaries (each such member, a “Non-Employee Director”) will receive the following compensation for his or her Board service: Cash Compensation |
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| May 11, 2016 |
AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER EX-10.8 8 exhibit108q116.htm AMENDMENT TO EMPLOYEE OFFER LETTER AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER This Amendment (this “Amendment”) to the Amended and Restated Employee Offer Letter dated February 25, 2014 (the “Agreement”), by and between ZELTIQ Aesthetics, Inc. (“ZELTIQ”) and Carl Lamm (“Lamm”) is effective as of February 25, 2016. WHEREAS, Lamm and ZELTIQ wish to modify va |
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| May 11, 2016 |
AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER EX-10.5 5 exhibit105q116.htm AMENDMENT TO EMPLOYEE OFFER LETTER AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER This Amendment (this “Amendment”) to the Amended and Restated Employee Offer Letter dated February 25, 2014 (the “Agreement”), by and between ZELTIQ Aesthetics, Inc. (“ZELTIQ”) and Mark Foley (“Foley”) is effective as of February 25, 2016. WHEREAS, Foley and ZELTIQ wish to modify |
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| May 11, 2016 |
SEPARATION DATE RELEASE (TO BE SIGNED ON OR WITHIN 21 DAYS AFTER THE SEPARATION DATE) EX-10.3 4 exhibit103q116.htm SEVERANCE AND CONSULTING AGREEMENT ELECTRONIC MAIL February 26, 2016 Patrick F. Williams Dear Patrick, This letter sets forth the substance of the separation and consulting agreement (the “Agreement”) that ZELTIQ Aesthetics, Inc. (the “Company”) is offering to you to aid in your employment transition. 1.SEPARATION DATE; FINAL PAY; BONUS ELIGIBILITY. Your last date of e |
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| May 11, 2016 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Three Months Ended Year Ended December 31, March 31, 2016 2015 2014 2013 2012 2011 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (10,554 ) $ |
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| May 11, 2016 |
AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER EX-10.7 7 exhibit107q116.htm AMENDMENT TO EMPLOYEE OFFER LETTER AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER This Amendment (this “Amendment”) to the Amended and Restated Employee Offer Letter dated February 25, 2014 (the “Agreement”), by and between ZELTIQ Aesthetics, Inc. (“ZELTIQ”) and Sergio Garcia (“Garcia”) is effective as of February 25, 2016. WHEREAS, Garcia and ZELTIQ wish to m |
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| May 11, 2016 |
February 26, 2016 Taylor Harris Re: Employee Offer Letter Dear Taylor: ZELTIQ AESTHETICS, INC. |
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| May 11, 2016 |
AMENDMENT TO EMPLOYEE OFFER LETTER AMENDMENT TO EMPLOYEE OFFER LETTER This Amendment (this “Amendment”) to the Employee Offer Letter dated November 22, 2013 (the “Agreement”), by and between ZELTIQ Aesthetics, Inc. |
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| May 11, 2016 |
AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER EX-10.6 6 exhibit106q116.htm AMENDMENT TO EMPLOYEE OFFER LETTER AMENDMENT TO AMENDED AND RESTATED EMPLOYEE OFFER LETTER This Amendment (this “Amendment”) to the Amended and Restated Employee Offer Letter dated February 25, 2014 (the “Agreement”), by and between ZELTIQ Aesthetics, Inc. (“ZELTIQ”) and Keith Sullivan (“Sullivan”) is effective as of February 25, 2016. WHEREAS, Sullivan and ZELTIQ wish |
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| May 10, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 10, 2016 ZELTIQ Aesthetics, Inc. |
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| May 10, 2016 |
EX-99.1 2 ex991q12016.htm EXHIBIT 99.1 Exhibit 99.1 ZELTIQ ANNOUNCES FIRST QUARTER 2016 FINANCIAL RESULTS Increases Revenue Guidance to a Range of $320 Million to $325 Million Received FDA Clearance to Treat Fat Around Bra Straps, on the Back and Underneath the Buttocks Launched CoolAdvantage™ Family of Applicators With 35 Minute Treatment Times North America Account Utilization up 26% Year-over-Y |
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| May 4, 2016 |
Entry into a Material Definitive Agreement 8-K 1 d181563d8k.htm 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, 2016 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of inco |
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| April 29, 2016 |
DEF 14A 1 a2016proxystatement.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Comm |
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| April 26, 2016 |
ZELTIQ Aesthetics FORM 8-K (Current Report/Significant Event) 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 20, 2016 ZELTIQ Aesthetics, Inc. |
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| March 15, 2016 |
S-8 1 d162143ds8.htm FORM S-8 As filed with the Securities and Exchange Commission on March 15, 2016 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 27-0119051 (State or other jurisdiction of Incorpora |
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| March 15, 2016 |
ZELTIQ Aesthetics 10-K (Annual Report) 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 15, 2016 |
EX-21.1 4 exhibit211q415.htm LIST OF SUBSIDIARIES Exhibit 21.1 LIST OF REGISTRANT'S SUBSIDIARIES SUBSIDIARY NAME JURISDICTION OF ORGANIZATION ZELTIQ LIMITED United Kingdom ZELTIQ Ireland Limited Ireland ZELTIQ Ireland International Limited Ireland ZELTIQ Ireland International Holdings Unlimited Company Ireland |
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| March 15, 2016 |
EX-10.49 2 exhibit1049q42015.htm EMPLOYEE OFFER LETTER December 11, 2015 Todd Zavodnick Re: Employee Offer Letter Dear Todd: ZELTIQ AESTHETICS, INC. (the “Company”) is pleased to offer you this Employee Offer Letter (“Offer Letter”). 1.POSITION; DUTIES. Your title will be President, International and you will report to me, Mark Foley, President and Chief Executive Officer. In this position you wil |
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| March 15, 2016 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Year Ended December 31, 2015 2014 2013 2012 2011 2010 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ 3,332 $ 1,762 $ (19,165 ) $ (30,002 ) $ |
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| March 10, 2016 |
ZLTQ / ZELTIQ Aesthetics, Inc. / LORD, ABBETT & CO. LLC Passive Investment SC 13G/A 1 c84273sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98933Q108 (CUSIP Number) February 29, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| March 8, 2016 |
ZLTQ / ZELTIQ Aesthetics, Inc. / Frazier Healthcare V, LP - SC 13G/A Passive Investment SC 13G/A 1 d138409dsc13ga.htm SC 13G/A 13G CUSIP No. 98933Q108 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 1)* ZELTIQ Aesthetics, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securit |
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| February 29, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2015 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report o |
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| February 29, 2016 |
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): February 29, 2016 ZELTIQ Aesthetics, Inc. |
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| February 29, 2016 |
EX-99.1 2 ex99122516.htm EXHIBIT 99.1 Exhibit 99.1 ZELTIQ ANNOUNCES FOURTH QUARTER AND FULL YEAR 2015 FINANCIAL RESULTS Full Year 2015 Revenue of $255.4 million, up 46% year-over-year Announces New CoolAdvantage™ Family of Applicators with 35 Minute Treatment Times • Fourth quarter revenue of $78.2 million, up 54% year-over-year; Full year revenue of $255.4 million, up 46% year-over-year • Fourth |
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| February 16, 2016 |
ZLTQ / ZELTIQ Aesthetics, Inc. / LORD, ABBETT & CO. LLC Passive Investment SC 13G/A 1 c83939sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 16, 2016 |
ZLTQ / ZELTIQ Aesthetics, Inc. / Point72 Asset Management, L.P. - AMENDMENT NO. 1 Passive Investment SC 13G/A 1 z16135405.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ZELTIQ AESTHETICS, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) C |
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| February 12, 2016 |
SC 13G/A 1 d282117dsc13ga.htm AMENDMENT NO.1 TO SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statem |
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| January 12, 2016 |
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): January 7, 2016 ZELTIQ Aesthetics, Inc. |
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| January 12, 2016 |
EX-99.1 Exhibit 99.1 ZELTIQ Reports Preliminary Fourth Quarter and Full Year 2015 Revenue Announces New CoolMini-Only System Reduces CoolMini Treatment Time to 45 minutes Launches National Direct-to-Consumer Advertising campaign Fourth quarter revenue of approximately $78 million, up ~53% year-over-year Full year 2015 revenue of approximately $255 million, up ~46% year-over-year Approximatel |
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| November 30, 2015 |
ZELTIQ Aesthetics SCHEDULE 13G (Passive Acquisition of More Than 5% of Shares) SC 13G 1 d182909dsc13g.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 98933Q108 (CUSIP Number) November 20, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| November 20, 2015 |
ZLTQ / ZELTIQ Aesthetics, Inc. / AISLING CAPITAL III LP - AMENDMENT NO. 3 Activist Investment SC 13D/A 1 eh150136913da3-zeltiq.htm AMENDMENT NO. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 3)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class |
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| November 4, 2015 |
SC 13D/A 1 schedule13d.htm SCHEDULE 13D - VENROCK 11-4-15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* ZELTIQ AESTHETICS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98933Q108 (CUSIP Number) Attention: General Counsel Venrock Associates V, L.P. Venr |
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| October 28, 2015 |
Exhibit 10.2 August 19, 2015 To: Carl Lamm Re: Employee Offer Letter Amendment; Compensation Adjustment and Performance Stock Unit Grant Dear Carl: The purpose of this letter agreement is to modify certain terms of your employment as set forth in your Amended and Restated Employee Offer Letter dated February 25, 2014 (the ?Employee Offer Letter?). The changes set forth herein shall be effective on |
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| October 28, 2015 |
Tax Equalization and Tax Preparation Services EX-10.3 4 exhibit103q315.htm AMENDMENT TO EMPLOYEE OFFER LETTER Exhibit 10.3 August 20, 2015 To: Carl Lamm Re: Employee Offer Letter Amendment; Ireland Assignment Details Dear Carl: The purpose of this letter, along with the Employee Offer Letter Amendment; Compensation Adjustment and Performance Stock Unit Grant letter dated August 19, 2015, is to modify certain terms of your employment as set fo |
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| October 28, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 zltq-093015x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri |
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| October 28, 2015 |
THE GENERAL HOSPITAL CORPORATION EXCLUSIVE LICENSE AGREEMENT Exhibit 10.1 THE GENERAL HOSPITAL CORPORATION EXCLUSIVE LICENSE AGREEMENT This Exclusive License Agreement (?AGREEMENT?), is made as of September 8, 2015 (the ?EFFECTIVE DATE?), between ZELTIQ Aesthetics, Inc., a Delaware corporation, having a principal place of business at 4698 Willow Road, Pleasanton, CA 94588 (?COMPANY?), and The General Hospital Corporation, a not-for-profit corporation d/b/a |
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| October 28, 2015 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Nine Months Ended Year Ended December 31, September 30, 2015 2014 2013 2012 2011 2010 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ 1,427 $ |
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| October 28, 2015 |
Exhibit 10.4 July 1, 2015 To: Leonard DeBenedictis Re: Reduction in Work Schedule Dear Len: The purpose of this letter agreement is to modify certain terms of your employment as set forth in your Amended and Restated Employee Offer Letter dated February 25, 2014 (the ?Employee Offer Letter?). The changes set forth herein shall be effective on July 1, 2015, provided that you have signed this letter |
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| October 27, 2015 |
EX-99.1 2 d23282dex991.htm EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES THIRD QUARTER 2015 FINANCIAL RESULTS 34% Year-over-Year Revenue Growth to $61.2 Million Increases Full Year 2015 Revenue & Profitability Guidance Receives FDA Clearance to Treat Submental Fat Announces Collaboration with Massachusetts General Hospital for Treatment of Acne • 337 systems shipped, compared to 260 systems in third quart |
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| October 27, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): October 27, 2015 ZELTIQ Aesthetics, Inc. |
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| July 30, 2015 |
ZELTIQ Aesthetics FORM 8-K (Current Report/Significant Event) 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): July 27, 2015 ZELTIQ Aesthetics, Inc. |
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| July 30, 2015 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Six Months Ended Year Ended December 31, June 30, 2015 2014 2013 2012 2011 2010 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (880 ) $ 1,762 |
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| July 30, 2015 |
EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES SECOND QUARTER 2015 FINANCIAL RESULTS 37% Year-over-Year Revenue Growth to $64.4 million Increases Full Year 2015 Revenue & Profitability Guidance Expects to Launch CoolMini Applicator in Fourth Quarter 2015 Shipped 387 systems in Q2 2015 compared to 208 systems in Q2 2014, bringing total system installed base to 3,910 systems Shipped 252,642 revenue cycl |
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| July 30, 2015 |
Exhibit 10.2 July 1, 2015 To: Leonard DeBenedictis Re: Reduction in Work Schedule Dear Len: The purpose of this letter agreement is to modify certain terms of your employment as set forth in your Amended and Restated Employee Offer Letter dated February 25, 2014 (the ?Employee Offer Letter?). The changes set forth herein shall be effective on July 1, 2015, provided that you have signed this letter |
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| July 30, 2015 |
SECOND AMENDMENT TO MULTI-TENANT INDUSTRIAL/COMMERCIAL LEASE (NET) Exhibit 10.1 SECOND AMENDMENT TO MULTI-TENANT INDUSTRIAL/COMMERCIAL LEASE (NET) THIS SECOND AMENDMENT TO MULTI-TENANT INDUSTRIAL/ COMMERCIAL LEASE (NET) dated April 28, 2015 (this ?Second Amendment?) is entered into by and between WESTCORE GREENVILLE, LLC, a Delaware limited liability company (?Lessor?), and ZELTIQ AESTHETICS, INC., a Delaware corporation (?Lessee?), with reference to the followin |
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| July 30, 2015 |
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 (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: 001-3 |
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| July 7, 2015 |
8-K 1 d64704d8k.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 30, 2015 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of i |
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| June 18, 2015 |
Submission of Matters to a Vote of Security Holders 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 17, 2015 ZELTIQ Aesthetics, Inc. |
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| June 1, 2015 |
EX-1.01 2 d932051dex101.htm EX-1.01 Exhibit 1.01 Conflict Mineral Form SD Zeltiq Aesthetics, Inc. Conflict Minerals Report For the reporting period from January 1, 2014 to December 31, 2014 This Conflict Minerals Report (the “Report”) of Zeltiq Aesthetics, Inc. (the “Company”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934 fo |
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| June 1, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 4698 Willow Road, Suite 100 Pleasanton, CA 94588 (Address o |
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| May 5, 2015 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Three Months Ended Year Ended December 31, March 31, 2015 2014 2013 2012 2011 2010 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (2,101 ) $ |
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| May 5, 2015 |
Exhibit 10.1 November 10, 2014 To: Keith Sullivan Re: Promotion Dear Keith: The purpose of this letter is to outline the details of your promotion with ZELTIQ Aesthetics Inc. (the ?Company?). Upon acceptance by you, this letter shall constitute an agreed upon understanding between you and the Company. Unless specifically listed below, all other aspects of your employment with the Company shall rem |
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| May 5, 2015 |
EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES FIRST QUARTER 2015 FINANCIAL RESULTS 66% Year over Year Revenue Growth to $51.6 million Increases Full Year 2015 Revenue & Profitability Guidance Launches New CoolSmooth PRO? Applicator Establishes CoolSculpting? University East Coast Training Center ? First quarter 2015 Adjusted EBITDA margin of 5.8% versus 15.0% loss in Q1 2014 ? First quarter GAAP net loss |
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| May 5, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d920509d8k.htm 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): May 5, 2015 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of incorpo |
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| May 5, 2015 |
ZELTIQ Aesthetics, Inc. Non-Employee Director Compensation Policy Effective: July 17, 2014 EX-10.5 5 exhibit105q115.htm COMPENSATION ARRANGEMENT WITH NON-EMPLOYEE DIRECTORS Exhibit 10.5 ZELTIQ Aesthetics, Inc. Non-Employee Director Compensation Policy Effective: July 17, 2014 Each member of the Board of Directors (the “Board”) of ZELTIQ Aesthetics, Inc. (“ZELTIQ”) who is not also serving as an employee of ZELTIQ or any of its subsidiaries (each such member, a “Non-Employee Director”) wi |
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| May 5, 2015 |
Exhibit 10.2 February 19, 2015 Mr. Keith J. Sullivan RE: Relocation from Arizona to Virginia Dear Keith: This letter will confirm our discussions regarding the assistance which ZELTIQ Aesthetics, Inc. (the ?Company?) will provide to you in connection with your relocation from Arizona to Virginia on or before October 31, 2015: ? The Company will reimburse you for movement of yourself, your spouse a |
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| May 5, 2015 |
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 (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: 001- |
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| May 5, 2015 |
Exhibit 10.3 March 12, 2015 Mr. Keith J. Sullivan RE: Amendment to Relocation Agreement Dated February 19, 2015 Dear Keith: This letter hereby amends the relocation agreement signed by you and ZELTIQ Aesthetics, Inc. (the ?Company?), dated February 19, 2015 (the ?Agreement?), as follows: The first sentence of the Agreement shall now read: ?This letter will confirm our discussions regarding the ass |
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| April 30, 2015 |
DEF 14A 1 a2015proxystatement.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Comm |
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| March 10, 2015 |
S-8 1 d886739ds8.htm FORM S-8 As filed with the Securities and Exchange Commission on March 10, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 27-0119051 (State or other jurisdiction of Incorpora |
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| March 10, 2015 |
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 (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: 001-35318 |
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| March 10, 2015 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Year Ended December 31, 2014 2013 2012 2011 2010 2009 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ 1,762 $ (19,165 ) $ (30,002 ) $ (9,555 ) |
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| March 10, 2015 |
Exhibit 21.1 LIST OF REGISTRANT'S SUBSIDIARIES SUBSIDIARY NAME JURISDICTION OF ORGANIZATION ZELTIQ LIMITED United Kingdom ZELTIQ Ireland Limited Ireland ZELTIQ Ireland International Limited Ireland |
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| March 3, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 3, 2015 ZELTIQ Aesthetics, Inc. |
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| March 3, 2015 |
EX-99.1 2 d883982dex991.htm EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES FOURTH QUARTER AND FULL YEAR 2014 FINANCIAL RESULTS Full year 2014 Revenue of $174.5 million, up 56% year-over-year Increases Full Year 2015 Revenue Guidance to $230 - $235 million, ~35% year-over-year Received FDA Clearance to Perform CoolSculpting® at Lower Temperatures Announced Launch of New CoolSmooth PRO™ Applicator • Full yea |
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| February 23, 2015 |
Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. |
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| February 20, 2015 |
AMENDED AND RESTATED BYLAWS ZELTIQ AESTHETICS, INC. (a Delaware Corporation) ARTICLE I EX-3.1 2 d877883dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF ZELTIQ AESTHETICS, INC. (a Delaware Corporation) ARTICLE I STOCKHOLDERS Section 1. Annual Meetings. The annual meeting of stockholders of ZELTIQ Aesthetics, Inc. (the “Corporation”) for the election of directors and for the transaction of such other business as may properly come before the meeting shall be held each fiscal |
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| February 20, 2015 |
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): February 13, 2015 ZELTIQ Aesthetics, Inc. |
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| February 17, 2015 |
ZLTQ / ZELTIQ Aesthetics, Inc. / 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. |
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| February 13, 2015 |
ZLTQ / ZELTIQ Aesthetics, Inc. / LORD, ABBETT & CO. LLC Passive Investment SC 13G/A 1 c80272sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 10, 2015 |
SC 13G/A 1 t81335sc13ga.htm SCHEDULE 13G (AMENDMENT NO. 2) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2) ZELTIQ Aesthetics, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 98933Q 108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this St |
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| January 23, 2015 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| January 23, 2015 |
ZLTQ / ZELTIQ Aesthetics, Inc. / Point72 Asset Management, L.P. - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ZELTIQ AESTHETICS, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 98933Q108 (CUSIP Number) January 22, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| January 13, 2015 |
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): January 13, 2015 ZELTIQ Aesthetics, Inc. |
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| January 13, 2015 |
EX-99.1 Exhibit 99.1 ZELTIQ Reports Preliminary Fourth Quarter and Full Year 2014 Revenue Ships 1,500,000th CoolSculpting® Cycle Announces 2 New Applicators for 2015 • Fourth quarter revenue of approximately $51 million to $52 million, up ~44% year-over-year • Full year 2014 revenue of approximately $175 million to $176 million, up ~57% year-over-year • Over 350 systems shipped bringing total glob |
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| October 28, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Prepared by R.R. Donnelley Financial - 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): October 28, 2014 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or o |
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| October 28, 2014 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (Dollars in thousands) Nine Months Ended Year Ended December 31, September 30, 2014 2013 2012 2011 2010 2009 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ |
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| October 28, 2014 |
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 (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: |
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| October 28, 2014 |
EX-99.1 2 d812631dex991.htm EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES THIRD QUARTER 2014 FINANCIAL RESULTS Increases Full Year 2014 Revenue Guidance to $171 - $173 million Increases Full Year 2014 Adjusted EBITDA Margin Guidance • Total revenue of $45.7 million, up 55% compared to $29.5 million in Q3 2013 • Adjusted EBITDA margin of 17%, up from -3% in Q3 2013 • Net income of $4.8 million, or $0.12 pe |
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| July 29, 2014 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Six Months Ended Year Ended December 31, June 30, 2014 2013 2012 2011 2010 2009 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (4,562 ) $ (19 |
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| July 29, 2014 |
FIFTH AMENDMENT TO OFFICE BUILDING LEASE EX-10.1 2 exhibit101q214.htm FIFTH AMENDMENT HACIENDA LEASE AGREEMENT Exhibit 10.1 FIFTH AMENDMENT TO OFFICE BUILDING LEASE THIS FIFTH AMENDMENT TO OFFICE BUILDING LEASE (this "Amendment" or "Fifth Amendment") is made as of June 19, 2014 (the "Effective Date"), by and between HACIENDA PORTFOLIO VENTURE LLC, a Delaware limited liability company ("Landlord"), and ZELTIQ AESTHETICS, INC., formally kn |
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| July 29, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): July 29, 2014 ZELTIQ Aesthetics, Inc. |
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| July 29, 2014 |
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 (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: 001-3 |
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| July 29, 2014 |
EX-99.1 2 d765103dex991.htm EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES SECOND QUARTER 2014 FINANCIAL RESULTS Increases Full Year 2014 Revenue Guidance to $160 - $165 million Increases Full Year 2014 Adjusted EBITDA Guidance to Profitability • Total revenue of $47.1 million, up 79% compared to $26.3 million in Q2 2013 • Adjusted EBITDA margin of 12% • 208 systems shipped, compared to 136 systems in Q2 2 |
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| July 29, 2014 |
FIRST AMENDMENT TO MULTI-TENANT INDUSTRIAL/COMMERCIAL LEASE (NET) EX-10.2 3 exhibit102q214.htm FIRST AMENDMENT WESTCORE LEASE AGREEMENT Exhibit 10.2 FIRST AMENDMENT TO MULTI-TENANT INDUSTRIAL/COMMERCIAL LEASE (NET) THIS FIRST AMENDMENT TO MULTI-TENANT INDUSTRIAL/ COMMERCIAL LEASE (NET) dated May 5, 2014 (this "First Amendment") is entered into by and between WESTCORE GREENVILLE, LLC, a Delaware limited liability company ("Lessor"), and ZELTIQ AESTHETICS, INC., a |
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| July 18, 2014 |
ZLTQ / ZELTIQ Aesthetics, Inc. / Flynn James E Passive Investment SC 13G 1 e612525sc13g-zeltiq.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. ) * Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98933Q108 (CUSIP Number) July 8, 2014 |
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| June 23, 2014 |
Entry into a Material Definitive Agreement 8-K 1 d748408d8k.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 23, 2014 (June 19, 2014) ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other |
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| June 3, 2014 |
Submission of Matters to a Vote of Security Holders 8-K 1 d736743d8k.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): May 30, 2014 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of i |
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| May 30, 2014 |
SD 1 formsd2013.htm SD SECURITIES AND EXCHANGE COMMISSION UNITED STATES Washington, D.C. 20549 FORM SD Specialized Disclosure Report ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 4698 Willow Road, Suite 100 Pleasant |
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| May 30, 2014 |
Conflict Mineral Form SD Zeltiq Aesthetics, Inc. Conflict Minerals Report For the reporting period from January 1, 2013 to December 31, 2013 This Conflict Minerals Report (the “Report”) of Zeltiq Aesthetics, Inc. (the “Company”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934 for the reporting period January 1, 2013 to Decembe |
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| April 30, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 zltq-033114x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period t |
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| April 30, 2014 |
2014 Compensation Arrangements with Executive Officers EX-10.7 8 exhibit107q114.htm 2014 COMPENSATION ARRAGEMENTS WITH EXECUTIVE OFFICERS Exhibit 10.7 2014 Compensation Arrangements with Executive Officers 2014 Salaries Officer Title 2014 Base Salary Mark Foley President and Chief Executive Officer $ 500,000 Patrick Williams Chief Financial Officer $ 320,000 Carl Lamm Vice President, Operations $ 250,000 Sergio Garcia Senior Vice President, General Co |
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| April 30, 2014 |
CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT EX-10.3 4 exhibit103q114.htm AMENDMENT TO EMPLOYMENT OFFER LETTER Exhibit 10.3 February 25, 2014 Carl Lamm Re: Amended and Restated Employee Offer Letter Dear Carl: ZELTIQ Aesthetics, Inc. (the “Company”) is pleased to offer you this Amended and Restated Employee Offer Letter (“Amended Offer Letter”). Subject to your execution of this Amended Offer Letter as provided below, effective as of Februar |
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| April 30, 2014 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Three Months Ended Year Ended December 31, March 31, 2014 2013 2012 2011 2010 2009 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (7,211 ) $ |
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| April 30, 2014 |
ZELTIQ AESTHETICS, INC. EMPLOYEE CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT EX-10.2 3 exhibit102q114.htm AMENDMENT TO EMPLOYMENT OFFER LETTER Exhibit 10.2 February 25, 2014 Sergio Garcia Re: Amended and Restated Employee Offer Letter Dear Sergio: ZELTIQ Aesthetics, Inc. (the “Company”) is pleased to offer you this Amended and Restated Employee Offer Letter (“Amended Offer Letter”). Subject to your execution of this Amended Offer Letter as provided below, effective as of F |
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| April 30, 2014 |
ZELTIQ AESTHETICS, INC. EMPLOYEE CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT EX-10.5 6 exhibit105q114.htm AMENDMENT TO EMPLOYMENT OFFER LETTER Exhibit 10.5 February 25, 2014 Patrick Williams Re: Amended and Restated Employee Offer Letter Dear Patrick: ZELTIQ Aesthetics, Inc. (the “Company”) is pleased to offer you this Amended and Restated Employee Offer Letter (“Amended Offer Letter”). Subject to your execution of this Amended Offer Letter as provided below, effective as |
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| April 30, 2014 |
ZELTIQ AESTHETICS, INC. EMPLOYEE CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT Exhibit 10.4 February 25, 2014 Len DeBenedictis Re: Amended and Restated Employee Offer Letter Dear Len: ZELTIQ Aesthetics, Inc. (the ?Company?) is pleased to offer you this Amended and Restated Employee Offer Letter (?Amended Offer Letter?). Subject to your execution of this Amended Offer Letter as provided below, effective as of February 25, 2014 (the ?Effective Date?) this Amended Offer Letter |
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| April 30, 2014 |
ZELTIQ AESTHETICS, INC. EMPLOYEE CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT Exhibit 10.1 February 25, 2014 Keith Sullivan Re: Amended and Restated Employee Offer Letter Dear Keith: ZELTIQ Aesthetics, Inc. (the ?Company?) is pleased to offer you this Amended and Restated Employee Offer Letter (?Amended Offer Letter?). Subject to your execution of this Amended Offer Letter as provided below, effective as of February 25, 2014 (the ?Effective Date?) this Amended Offer Letter |
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| April 30, 2014 |
ZELTIQ AESTHETICS, INC. EMPLOYEE CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT Exhibit 10.6 February 25, 2014 Mark Foley Re: Amended and Restated Employment Offer Letter Agreement Dear Mark: ZELTIQ Aesthetics, Inc. (the ?Company?) is pleased to offer you this Amended and Restated Employee Offer Letter Agreement (?Agreement?). Subject to your execution of this Agreement as provided below, effective as of February 25, 2014 the ?Effective Date?) this Agreement amends, restates |
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| April 29, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d720426d8k.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, 2014 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of |
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| April 29, 2014 |
EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES FIRST QUARTER 2014 FINANCIAL RESULTS Increases Full Year 2014 Revenue Guidance Launches Revolutionary CoolSmooth™ Applicator Receives FDA Clearance for Treatment of Thighs • Total revenue of $31.0 million, up 55% compared to $20.0 million in Q1 2013 • 179 systems shipped, compared to 112 systems in Q1 2013, bringing total system installed base to 2,354 systems |
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| April 28, 2014 |
DEF 14A 1 a2014proxystatement.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Comm |
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| February 26, 2014 |
THIRD AMENDMENT TO OFFICE BUILDING LEASE EX-10.5 2 ex105thirdamendmenttooffic.htm THIRD AMENDMENT HACIENDA LEASE AGREEMENT Exhibit 10.5 THIRD AMENDMENT TO OFFICE BUILDING LEASE THIS THIRD AMENDMENT TO OFFICE BUILDING LEASE (this "Amendment" or 'Third Amendment") is made as of August 7, 2012 (the "Effective Date"), by and between HACIENDA PORTFOLIO VENTURE LLC, a Delaware limited liability company ("Landlord"), and ZELTIQ AESTHETICS, INC. |
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| February 26, 2014 |
S-8 1 d681998ds8.htm FORM S-8 As filed with the Securities and Exchange Commission on February 26, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 27-0119051 (State or other jurisdiction of Incorp |
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| February 26, 2014 |
FOURTH AMENDMENT TO OFFICE BUILDING LEASE EX-10.6 3 ex106fourthamendmenttooffi.htm FOURTH AMENDMENT HACIENDA LEASE AGREEMENT Exhibit 10.6 FOURTH AMENDMENT TO OFFICE BUILDING LEASE THIS FOURTH AMENDMENT TO OFFICE BUILDING LEASE (this "Amendment" or "Fourth Amendment") is made as of April 22, 2013 (the "Effective Date"), by and between HACIENDA PORTFOLIO VENTURE LLC, a Delaware limited liability company ("Landlord"), and ZELTIQ AESTHETICS, |
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| February 26, 2014 |
EX-10.28 5 ex1028separationagreementt.htm SEPARATION AGREEMENT - TATSUTANI Exhibit 10.28 ELECTRONIC MAIL December 3, 2013 Kristine Tatsutani Dear Kristine, This letter sets forth the substance of the separation and consulting agreement (the “Agreement”) that Zeltiq Aesthetics, Inc. (the “Company”) is offering to you to aid in your employment transition. 1.Separation Date. Your last date of employm |
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| February 26, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 10-K 1 zltq-12312013x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . |
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| February 26, 2014 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Year Ended December 31, 2013 2012 2011 2010 2009 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (19,165 ) $ (30,002 ) $ (9,555 ) $ (13,533 ) |
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| February 26, 2014 |
EX-10.7 4 ex107buildingleasewestcore.htm WESTCORE LEASE AGREEMENT Exhibit 10.7 GREENVILLE BUSINESS CENTER Multi-Tenant Industrial/Commercial Lease (Net) Between WESTCORE GREENVILLE, LLC, a Delaware limited liability company (LESSOR) and ZELTIQ AESTHETICS, INC., a Delaware corporation (LESSEE) Date: October 3, 2013 TABLE OF CONTENTS SUBJECT MATTER PAGE 1. Basic Provisions 1 2. Premises, Parking and |
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| February 25, 2014 |
EX-99.1 2 d624733dex991.htm EX-99.1 Exhibit 99.1 ZELTIQ AESTHETICS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2013 FINANCIAL RESULTS Increases Full Year 2014 Revenue Guidance Ships 1,000,000th CoolSculpting® Cycle Announces New CoolSmooth™ Applicator • Full year 2013 revenue of $111.6 million, up 47% year-over-year • Fourth quarter revenue of $35.8 million, up 93% year-over-year • Fourth quarter syste |
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| February 25, 2014 |
8-K 1 d624733d8k.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): February 20, 2014 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction |
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| February 20, 2014 |
ZLTQ / ZELTIQ Aesthetics, Inc. / VENROCK ASSOCIATES V LP - SC 13D/A Activist Investment SC 13D/A 1 d679315dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* ZELTIQ AESTHETICS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98933Q108 (CUSIP Number) Attention: General Counsel Venrock Associates V, L.P. Venrock Entrepreneurs F |
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| February 14, 2014 |
ZLTQ / ZELTIQ Aesthetics, Inc. / LORD, ABBETT & CO. LLC Passive Investment SC 13G 1 c76523sc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| February 14, 2014 |
ZLTQ / ZELTIQ Aesthetics, Inc. / FHM V, LP - SC 13G/A Passive Investment SC 13G/A 1 d680175dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) * ZELTIQ Aesthetics, Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 98933Q108 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Ch |
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| February 13, 2014 |
SC 13G/A 1 t78299sc13ga.htm SCHEDULE 13G (AMENDMENT NO. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) ZELTIQ Aesthetics, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 98933Q 108 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this St |
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| January 27, 2014 |
ZLTQ / ZELTIQ Aesthetics, Inc. / AISLING CAPITAL III LP - AMENDMENT NO. 2 Activist Investment SC 13D/A 1 eh140020013da2-zeltiq.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class |
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| January 14, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d658568d8k.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): January 13, 2014 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction |
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| January 14, 2014 |
EX-99.1 Exhibit 99.1 ZELTIQ Reports Preliminary Fourth Quarter and Full Year 2013 Revenue Ships 1,000,000th CoolSculpting® Cycle Announces New CoolSmooth™ Applicator • Fourth quarter revenue in the range of $35 million to $36 million, up approximately 91% year-over-year • Full year 2013 revenue in the range of $111 million to $112 million, up approximately 46% year-over-year • Over 260 systems shi |
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| December 3, 2013 |
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): November 26, 2013 ZELTIQ Aesthetics, Inc. |
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| November 18, 2013 |
ZLTQ / ZELTIQ Aesthetics, Inc. / VENROCK ASSOCIATES V LP - SC 13D/A Activist Investment SC 13D/A 1 d629296dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* ZELTIQ AESTHETICS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98933Q108 (CUSIP Number) Attention: General Counsel Venrock Associates V, L.P. Venrock Entrepreneurs F |
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| November 15, 2013 |
EX-99 3 eh1301250ex2.htm EXHIBIT 2 EXHIBIT 2 JOINT FILING AGREEMENT Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the Schedule 13D/A to which this Agreement is attached as an Exhibit, and any amendments thereto, will be filed with the Securities and Exchange Commi |
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| November 15, 2013 |
EXHIBIT 1 LOCK-UP AGREEMENT November 2, 2013 GOLDMAN, SACHS & CO. J.P. MORGAN SECURITIES LLC As Representatives of the several Underwriters listed in Schedule 1 to the Underwriting Agreement referred to below c/o Goldman, Sachs & Co. 200 West Street New York, NY 10282 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 Re: ZELTIQ Aesthetics, Inc. - Public Offering Ladies and Gentl |
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| November 15, 2013 |
ZLTQ / ZELTIQ Aesthetics, Inc. / AISLING CAPITAL III LP - AMENDMENT NO. 1 Activist Investment SC 13D/A 1 eh130125013da1-zeltiq.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1)* Zeltiq Aesthetics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class |
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| November 8, 2013 |
Financial Statements and Exhibits, Other Events 8-K 1 d624801d8k.htm 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): November 7, 2013 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of in |
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| November 8, 2013 |
EX-1.1 EXECUTION VERSION Exhibit 1.1 UNDERWRITING AGREEMENT ZELTIQ Aesthetics, Inc. 4,500,000 Shares of Common Stock Underwriting Agreement November 7, 2013 Goldman, Sachs & Co. J.P. Morgan Securities LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o Goldman, Sachs & Co. 200 West Street New York, NY 10282 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, |
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| November 8, 2013 |
424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-190620 Prospectus Supplement to Prospectus dated August 30, 2013 4,500,000 Shares Common Stock The selling stockholders identified in this prospectus supplement are offering 4,500,000 shares. ZELTIQ Aesthetics, Inc. will not receive any of the proceeds from the sale of the shares being offered hereby. The common sto |
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| November 5, 2013 |
Subject to Completion. Dated November 5, 2013 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-190620 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not |
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| October 31, 2013 |
EX-10.1 2 exhibit101q313.htm AMENDMENT TO EMPLOYMENT OFFER LETTER Exhibit 10.1 July 17, 2013 To: Keith Sullivan Re: Promotion Dear Keith: The purpose of this letter is to outline the details of your promotion with ZELTIQ Aesthetics Inc. (the “Company”). Upon acceptance by you, this letter shall constitute an agreed upon understanding between you and the Company. Unless specifically listed below, a |
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| October 31, 2013 |
Exhibit 12.1 ZELTIQ Aesthetics, Inc. Ratio of Earnings to Fixed Charges The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In thousands) Nine Months Ended Year Ended December 31, September 30, 2013 2012 2011 2010 2009 2008 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ (13,821 |
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| October 31, 2013 |
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 (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: |
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| October 31, 2013 |
Exhibit 10.2 Purpose: The 2013 Corporate Bonus Plan, as amended (the ?Bonus Plan?), establishes a corporate incentive for all eligible employees upon the achievement of the 2013 Corporate Objective as defined below. The bonus is designed to provide employees with a performance incentive to align departments and individual employees to achieve the revenue target for the plan year. Effective Date: J |
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| October 30, 2013 |
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): October 24, 2013 ZELTIQ Aesthetics, Inc. |
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| October 30, 2013 |
ZELTIQ ANNOUNCES THIRD QUARTER 2013 FINANCIAL RESULTS RAISES 2013 FINANCIAL GUIDANCE EX-99.1 2 d621053dex991.htm EX-99.1 Exhibit 99.1 ZELTIQ ANNOUNCES THIRD QUARTER 2013 FINANCIAL RESULTS RAISES 2013 FINANCIAL GUIDANCE • Total revenue of $29.5 million, up 64% year-over year and 12% sequentially • System revenue of $15.9 million, up 87% year-over-year and 22% sequentially • Consumable revenue of $13.6 million, up 44% year-over-year and 2% sequentially • 181 systems shipped, bringin |
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| August 15, 2013 |
CORRESP 1 filename1.htm August 15, 2013 Kevin L. Vaughn Accounting Branch Chief United States Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: ZELTIQ Aesthetics, Inc. Form 10-K for the Year Ended December 31, 2012 Filed March 13, 2013 Form 10-Q for the Quarter Ended March 31, 2013 Filed April 26, 2013 File No. 001-35318 Dear Mr. Vaughn: On behalf of ZELTIQ Aesthetics |
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| August 14, 2013 |
EX-4.7 4 d583877dex47.htm EX-4.7 Exhibit 4.7 ZELTIQ AESTHETICS, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF ZELTIQ AESTHETICS, INC. FORM OF PREFERRED STOCK WARRANT AGREEMENT THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [—], between ZELTIQ AESTHETICS, INC., a Delaware corporation (the “Company”) and [—], a [corporation] [national banki |
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| August 14, 2013 |
EX-4.6 3 d583877dex46.htm EX-4.6 Exhibit 4.6 ZELTIQ AESTHETICS, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF ZELTIQ AESTHETICS, INC. FORM OF COMMON STOCK WARRANT AGREEMENT THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [—], between ZELTIQ AESTHETICS, INC., a Delaware corporation (the “Company”) and [—], a [corporation] [national banking associ |
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| August 14, 2013 |
Table of Contents As filed with the Securities and Exchange Commission on August 14, 2013 Registration No. |
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| August 14, 2013 |
EX-4.4 2 d583877dex44.htm EX-4.4 Exhibit 4.4 ZELTIQ Aesthetics, Inc., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [—], 20 Debt Securities TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securitie |
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| August 14, 2013 |
EX-12.1 Exhibit 12.1 ZELTIQ AESTHETICS, INC. RATIO OF EARNINGS TO FIXED CHARGES The following table sets forth the calculation of the ratio of earnings to fixed charges for the periods indicated. (In Thousands, ‘000s) Six Months Ended June 30, 2013 Year Ended December 31, 2012 2011 2010 2009 2008 Earnings (loss), calculated as follows: Income (loss) from continuing operations before income taxes $ |
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| August 14, 2013 |
EX-4.8 5 d583877dex48.htm EX-4.8 Exhibit 4.8 ZELTIQ AESTHETICS, INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF ZELTIQ AESTHETICS, INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [—], between ZELTIQ AESTHETICS, INC., a Delaware corporation (the “Company”) and [—], a [corporation] [national banki |
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| August 8, 2013 |
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): August 8, 2013 ZELTIQ Aesthetics, Inc. |
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| August 7, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commissi |
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| August 7, 2013 |
Exhibit 31.1.1 CERTIFICATION I, Mark J. Foley, certify that: 1. I have reviewed this Form 10-Q/A of ZELTIQ Aesthetics, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the |
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| August 7, 2013 |
Exhibit 31.1.2 CERTIFICATION I, Patrick F. Williams, certify that: 1. I have reviewed this Form 10-K/A of ZELTIQ Aesthetics, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect t |
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| August 7, 2013 |
Exhibit 31.1.1 CERTIFICATION I, Mark J. Foley, certify that: 1. I have reviewed this Form 10-K/A of ZELTIQ Aesthetics, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the |
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| August 7, 2013 |
Exhibit 31.1.2 CERTIFICATION I, Patrick F. Williams, certify that: 1. I have reviewed this Form 10-Q/A of ZELTIQ Aesthetics, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect t |
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| August 7, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ý 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 to . Commission fi |
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| August 1, 2013 |
Exhibit 10.2 November 26, 2012 Sergio Garcia Re: Compensation Dear Sergio: Congratulations! The Compensation Committee of the Board of Directors has approved the following compensation adjustment, equity grant, and change in control provision as it relates to your employment with Zeltiq Aesthetics,Inc. (the "Company"). These changes are effective November 15, 2012. This is also considered the gran |
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| August 1, 2013 |
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 (Mark One) ý 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 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: 001-3 |
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| August 1, 2013 |
CORRESP 1 filename1.htm August 1, 2013 Kevin L. Vaughn Accounting Branch Chief United States Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: ZELTIQ Aesthetics, Inc. Form 10-K for the Year Ended December 31, 2012 Filed March 13, 2013 Form 10-Q for the Quarter Ended March 31, 2013 Filed April 26, 2013 File No. 001-35318 Dear Mr. Vaughn: On behalf of ZELTIQ Aesthetics, |
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| August 1, 2013 |
Exhibit 10.1 April 23, 2013 Keith Sullivan Re: Amendment to Offer Letter Dated October 1, 2012 Dear Keith: This letter serves to document an amendment to your Employee Offer Letter, dated October 1, 2012. This amendment is effective retroactively to January 1, 2013. 1. Section 1, Compensation, (c) Incentive Equity Grants shall now read as follows: An annual grant of 40,000 Performance Stock Units |
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| August 1, 2013 |
Exhibit 10.3 April 29, 2013 Sergio Garcia Re: Second Amendment to Offer Letter Dated February 9, 2012 Dear Sergio: This letter serves to document an amendment to your Employee Offer Letter, dated February 9, 2012. This amendment is effective immediately. 1. Section 7, Change in Control provision shall be replaced in its entirety with the following: If at any time during your employment with the Co |
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| July 31, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): July 31, 2013 ZELTIQ Aesthetics, Inc. |
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| July 31, 2013 |
ZELTIQ® ANNOUNCES SECOND QUARTER 2013 FINANCIAL RESULTS RAISES 2013 FINANCIAL GUIDANCE Exhibit 99.1 ZELTIQ® ANNOUNCES SECOND QUARTER 2013 FINANCIAL RESULTS RAISES 2013 FINANCIAL GUIDANCE • Total revenue of $26.3 million, up 18% year-over year and 32% sequentially • Consumable revenue of $13.4 million, up 30% year-over-year and 50% sequentially • Consumable revenue reaches 51% of total revenues • 136 systems shipped, bringing total system installed base to 1,731 Pleasanton, CA., July |
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| June 20, 2013 |
Submission of Matters to a Vote of Security Holders 8-K 1 d556598d8k.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 19, 2013 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of |
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| April 30, 2013 |
DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 26, 2013 |
ZELTIQ AESTHETICS ANNOUNCES FIRST QUARTER 2013 FINANCIAL RESULTS REITERATES 2013 GUIDANCE EX-99.1 Exhibit 99.1 ZELTIQ AESTHETICS ANNOUNCES FIRST QUARTER 2013 FINANCIAL RESULTS REITERATES 2013 GUIDANCE • Total revenue of $20.0 million, up 15% compared to $17.4 million in Q1 2012 • 112 systems shipped, compared to 130 systems in Q1 2012, bringing total system installed base to 1,595 systems • 77,559 cycles shipped, up 21% from Q1 2012 and up 3% sequentially from Q4 2012 Pleasanton, CA., |
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| April 26, 2013 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ZELTIQ AESTHETICS, INC., a Delaware corporation EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ZELTIQ AESTHETICS, INC., a Delaware corporation The undersigned, Gordon E. Nye, hereby certifies that: 1. He is the duly elected and acting President and Chief Executive Officer of Zeltiq Aesthetics, Inc., a Delaware corporation. 2. The Certificate of Incorporation of this corporation was originally filed with the Secretary of State |
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| April 26, 2013 |
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 (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to . Commission file number: 001- |
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| April 26, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d527397d8k.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 25, 2013 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of |
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| March 20, 2013 |
8-K 1 d505390d8k.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): March 14, 2013 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction of |
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| March 15, 2013 |
ZLTQ / ZELTIQ Aesthetics, Inc. / VENROCK ASSOCIATES V LP - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* ZELTIQ AESTHETICS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98933Q108 (CUSIP Number) Attention: General Counsel Venrock Associates V, L.P. Venrock Entrepreneurs Fund V, L.P. Venrock Partners V, L |
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| March 13, 2013 |
ZELTIQ AESTHETICS, INC. NOTICE OF GRANT OF RESTRICTED STOCK AWARD EX-10.55 7 ex1055formofnoticeofgranto.htm EXHIBIT Exhibit 10.55 ZELTIQ AESTHETICS, INC. NOTICE OF GRANT OF RESTRICTED STOCK AWARD ZELTIQ Aesthetics, Inc. (the “Company”) has granted to the Participant an award (the “Award”) of certain shares pursuant to the ZELTIQ Aesthetics, Inc. 2012 Stock Plan (the “Plan”), each of which represents the right to receive on the applicable Settlement Date one (1) |
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| March 13, 2013 |
ZELTIQ AESTHETICS, INC. STOCK OPTION AGREEMENT EX-10.50 2 ex1050formofstockoptionagm.htm EXHIBIT Exhibit 10.50 ZELTIQ AESTHETICS, INC. STOCK OPTION AGREEMENT The ZELTIQ Aesthetics, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Stock Option (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain shares of Stock upon the term |
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| March 13, 2013 |
Exhibit 21.1 LIST OF REGISTRANT'S SUBSIDIARIES SUBSIDIARY NAME JURISDICTION OF ORGANIZATION ZELTIQ LIMITED United Kingdom |
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| March 13, 2013 |
ZELTIQ AESTHETICS, INC. EMPLOYEE CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT EX-10.56 8 ex1056employmentofferpatri.htm EXHIBIT Exhibit 10.56 November 13, 2012 Patrick Williams 4832 West Alder Drive San Diego, CA 92116 Re: Employee Offer Letter Dear Patrick: I am delighted to offer you the position of Senior Vice President and Chief Financial Officer reporting to me, Mark Foley, President and Chief Executive Officer. In this position, you will perform duties outlined in the |
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| March 13, 2013 |
ZELTIQ Aesthetics, Inc. Non-Employee Director Compensation Policy Effective: September 14, 2012 EX-10.59 11 ex1059directorscompensatio.htm EXHIBIT Exhibit 10.59 ZELTIQ Aesthetics, Inc. Non-Employee Director Compensation Policy Effective: September 14, 2012 Each member of the Board of Directors (the “Board”) of ZELTIQ Aesthetics, Inc. (“ZELTIQ”) who is not also serving as an employee of ZELTIQ or any of its subsidiaries (each such member, a “Non-Employee Director”) will receive the following |
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| March 13, 2013 |
ZELTIQ Aesthetics, Inc. 2011 Equity Incentive Plan EX-99.1 Exhibit 99.1 ZELTIQ Aesthetics, Inc. 2011 Equity Incentive Plan 1. ESTABLISHMENT, PURPOSE AND TERM OF PLAN. 1.1 Establishment. ZELTIQ Aesthetics, Inc. 2011 Equity Incentive Plan (the “Plan”) is hereby established effective as of the effective date of the initial registration by the Company of its stock under Section 12 of the Securities Exchange Act of 134, as amended (the “Effective Date” |
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| March 13, 2013 |
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 (Mark One) ? 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 to . Commission file number: 001-35318 |
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| March 13, 2013 |
ZELTIQ AESTHETICS, INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITS EX-10.54 6 ex1054formofnoticeofgranto.htm EXHIBIT Exhibit 10.54 ZELTIQ AESTHETICS, INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITS ZELTIQ Aesthetics, Inc. (the “Company”) has granted to the Participant an award (the “Award”) of certain units pursuant to the ZELTIQ Aesthetics, Inc. 2012 Stock Plan (the “Plan”), each of which represents the right to receive on the applicable Settlement Date one (1) s |
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| March 13, 2013 |
S-8 As filed with the Securities and Exchange Commission on March 13, 2013 Registration No. |
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| March 13, 2013 |
ZELTIQ AESTHETICS, INC. RESTRICTED STOCK AGREEMENT EX-10.52 4 ex1052formofrestrictedstoc.htm EXHIBIT Exhibit 10.52 ZELTIQ AESTHETICS, INC. RESTRICTED STOCK AGREEMENT The ZELTIQ Aesthetics, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Restricted Stock (the “Grant Notice”) to which this Restricted Stock Agreement (the “Agreement”) is attached an Award consisting of Shares subject to the terms and conditions set |
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| March 13, 2013 |
Exhibit 10.58 PERSONAL DELIVERY October 5, 2012 Rick Poinsett 2808 Elsnab Court Pleasanton, CA 94588 Dear Rick This letter sets forth the substance of the separation agreement (the ?Separation Agreement?) that Zeltiq, Inc. (the ?Company?) is offering to you to aid in your employment transition. 1.Separation Date. Your employment termination date will be October 5, 2012 (the ?Separation Date?). On |
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| March 13, 2013 |
ZELTIQ AESTHETICS, INC. RESTRICTED STOCK UNITS AGREEMENT EX-10.51 3 ex1051formofrsuagmtunder20.htm EXHIBIT Exhibit 10.51 ZELTIQ AESTHETICS, INC. RESTRICTED STOCK UNITS AGREEMENT ZELTIQ Aesthetics, Inc. has granted to the Participant named in the Notice of Grant of Restricted Stock Units (the “Grant Notice”) to which this Restricted Stock Units Agreement (the “Agreement”) is attached an Award consisting of Restricted Stock Units subject to the terms and |
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| March 13, 2013 |
ZELTIQ AESTHETICS, INC. NOTICE OF GRANT OF STOCK OPTION EX-10.53 5 ex1053formofnoticeofgranto.htm EXHIBIT Exhibit 10.53 ZELTIQ AESTHETICS, INC. NOTICE OF GRANT OF STOCK OPTION The ZELTIQ Aesthetics, Inc. (the “Company”) has granted to the Participant an option (the “Option”) to purchase certain shares of Stock of the Company pursuant to the ZELTIQ Aesthetics, Inc. 2012 Stock Plan (the “Plan”), as follows: Participant: Employee ID: Date of Grant: Number |
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| March 13, 2013 |
EX-10.57 9 ex1057compromiseagreements.htm EXHIBIT Exhibit 10.57 Confidential Without Prejudice, Subject to Contract Dated: 26 October, 2012 ZELTIQ LIMITED and STEPHEN ATKINSON COMPROMISE AGREEMENT 1 Contents Clause Page 1 Definitions and Interpretation 3 2 Termination 3 3 Payment 4 4 Tax indemnity 4 5 Resignation of offices 4 6 Secrecy 5 7 Confidential Information, Intellectual Property and Covena |
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| March 12, 2013 |
EX-99.1 2 d501433dex991.htm EX-99.1 Exhibit 99.1 ZELTIQ AESTHETICS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2012 FINANCIAL RESULTS PROVIDES FULL YEAR 2013 GUIDANCE • Fourth quarter and full year 2012 revenue of $18.6 million and $76.2 million, respectively, compared to $18.8 and $68.1 million for the fourth quarter and full year 2011, respectively • Consumable revenue of $9.0 million or 48% of total |
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| March 12, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 12, 2013 ZELTIQ Aesthetics, Inc. |
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| January 10, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d465298d8k.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): January 7, 2013 ZELTIQ Aesthetics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35318 27-0119051 (State or other jurisdiction o |
