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SCHEDULE Filed 2025-03-03 Event 2025-02-27 SEC 0000919574-25-001760 →

BROADWOOD PARTNERS, L.P. STAAR SURGICAL CO STAA

Stake: 24.30% Shares: 11,979,098 CUSIP: 852312305 Class: Common Stock, par value $0.01 per share

Item 4 — Purpose of Transaction

The Reporting Persons acquired their Shares for investment purposes in a series of transactions beginning in 1994 and are filing this Schedule 13D/A to report a change in their respective beneficial ownership percentages. Since the Reporting Persons' thirty-first Schedule 13D Amendment filing in January 2024, the Issuer's stock price has fallen considerably. This decline took place amid macroeconomic headwinds that pressured the global refractive surgery market and operational missteps that hindered the Issuer's business progress. As a result, the Reporting Persons believe that the Issuer's valuation has fallen to a level that does not reflect the advantages of the Issuer's proprietary technology, nor the technology's potential to transform the refractive surgery market and address the global myopia epidemic. The Issuer's valuation also does not appear to reflect the potential for the Issuer's business to enter a period of accelerating revenue growth and expanding profit margins as macroeconomic headwinds abate and as the Issuer addresses its operational missteps. Despite these recent challenges and missteps, the Reporting Persons believe that the Issuer has continued to increase its share of the global market for refractive surgery and make progress toward realizing its substantial long-term growth opportunity. The Reporting Persons have significantly increased their position in the Issuer's Shares since late 2022, including over the last few months. As was the case during similar periods in the past, the Reporting Persons would oppose any proposed acquisition of the Issuer at a price that did not represent a very large premium to its current market value, because such a price would not, in the Reporting Persons' opinion, reflect the Issuer's long-term value. The Reporting Persons believe that the Issuer's new CEO will help the Issuer to realize its substantial long-term global growth opportunity and improve its profitability. The Reporting Persons are impressed with the new CEO's operational experience and history of successfully and profitably growing global businesses. In addition, the Reporting Persons remain attentive to the importance of corporate governance matters and shareholder alignment, and believe that shareholder-oriented corporate governance made a substantial contribution to the Issuer's overall progress in the period from 2015 to 2022. The Reporting Persons have welcomed recent improvements in corporate governance, many of which have resulted from a dialogue between shareholders and the Issuer's board of directors (the "Board"). In particular, the Reporting Persons support the Board's recent decision to restore the separation of the roles of CEO and Board Chair, as well as the appointments of directors with an understanding of shareholder alignment and a deep understanding of the global medical device industry, particularly in Asia (from which approximately 80% of the Issuer's revenue is derived). The Reporting Persons intend to remain in dialogue from time to time with members of the Board and other shareholders about improvements to the Issuer's corporate governance and shareholder alignment, and strategies for long-term shareholder value creation. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer's financial position, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may take such actions with respect to their investment in the Issuer as they deem appropriate. In that regard, the Reporting Persons have been and may continue to be in contact with members of the Issuer's management, Board, other significant shareholders and others regarding alternatives that the Issuer could employ to create significant additional shareholder value over time. Except as otherwise set forth herein, the Reporting Persons do not have any present plans or proposals which would relate to, or result in, the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D. However, subject to market conditions and in compliance with applicable securities laws, the Reporting Persons reserve the right, at a later date, to effect one or more of such changes or transactions in the number of Shares they may be deemed to beneficially own in open-market or privately negotiated transactions, on such terms and at such times as the Reporting Persons may deem advisable.

Cross-References

Insider Activity (last 365d)
0 transactions
0 buys · 0 sales · 0 awards/exercises
Issuer Cluster
1 13D/G filings on this issuer
0 other filings besides this one
Filer Track Record
3 filings by this filer
2 other filings in the data moat
Short Interest · settle 2026-03-31
DTC 5.63
7,730,427 shares short · +10.2% vs prior

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