sc13da306777016_03302016.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)

(Amendment No. 3)1

CONMED Corporation
(Name of Issuer)

Common Stock, $0.01 par value
(Title of Class of Securities)

207410101
(CUSIP Number)
 
SAMANTHA NASELLO
SCOPIA CAPITAL MANAGEMENT LP
152 West 57th Street, 33rd Floor
New York, New York 10019
(212) 370-0303

STEVE WOLOSKY
OLSHAN FROME WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 28, 2016
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.


_______________
1              The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
 

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA PX LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
622,794
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
622,794
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
622,794
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
2.2%
14
TYPE OF REPORTING PERSON
 
OO

 
2

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA PARTNERS LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
17,110
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
17,110
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
17,110
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
3

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA HEALTH CARE LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
46,729
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
46,729
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
46,729
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
4

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA WINDMILL FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
433,862
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
433,862
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
433,862
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.6%
14
TYPE OF REPORTING PERSON
 
PN

 
5

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
108,059
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
108,059
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
108,059
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

 
6

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA PX INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
780,046
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
780,046
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
780,046
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
2.8%
14
TYPE OF REPORTING PERSON
 
PN

 
7

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA HEALTH CARE INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
340,075
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
340,075
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
340,075
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.2%
14
TYPE OF REPORTING PERSON
 
PN

 
8

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA CAPITAL GP LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
2,348,675
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
2,348,675
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,348,675
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
8.5%
14
TYPE OF REPORTING PERSON
 
OO

 
9

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA CAPITAL MANAGEMENT LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF, OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
2,380,264
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
2,380,264
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,380,264
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
8.6%
14
TYPE OF REPORTING PERSON
 
PN

 
10

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA MANAGEMENT, INC.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
NEW YORK
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
2,380,264
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
2,380,264
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,380,264
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
8.6%
14
TYPE OF REPORTING PERSON
 
CO

 
11

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
MATTHEW SIROVICH
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
2,380,264
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,380,264
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,380,264
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
8.6%
14
TYPE OF REPORTING PERSON
 
IN

 
12

 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
JEREMY MINDICH
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
2,380,264
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,380,264
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,380,264
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
8.6%
14
TYPE OF REPORTING PERSON
 
IN

 
13

 
CUSIP NO. 207410101
 
The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned (“Amendment No. 3”).  This Amendment No. 3 amends the Schedule 13D as specifically set forth herein.

Item 3.
Source and Amount of Funds or Other Consideration.
 
Item 3 is hereby amended and restated to read as follows:
 
The Shares purchased by each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and held in the Managed Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business).
 
The aggregate purchase price of the 622,794 Shares beneficially owned by Scopia PX is approximately $24,183,425, excluding brokerage commissions.
 
The aggregate purchase price of the 17,110 Shares beneficially owned by Scopia Partners is approximately $663,650, excluding brokerage commissions.
 
The aggregate purchase price of the 46,729 Shares beneficially owned by Scopia Health is approximately $1,812,083, excluding brokerage commissions.
 
The aggregate purchase price of the 433,862 Shares beneficially owned by Scopia Windmill is approximately $16,831,404, excluding brokerage commissions.
 
The aggregate purchase price of the 108,059 Shares beneficially owned by Scopia International is approximately $4,191,405, excluding brokerage commissions.
 
The aggregate purchase price of the 780,046 Shares beneficially owned by Scopia PX International is approximately $30,256,575, excluding brokerage commissions.
 
The aggregate purchase price of the 340,075 Shares beneficially owned by Scopia Health International is approximately $13,187,543, excluding brokerage commissions.
 
The aggregate purchase price of the 31,589 Shares held in the Managed Account is approximately $1,225,276, excluding brokerage commissions.
 
Item 5.
Interest in Securities of the Issuer.
 
Items 5(a) – (c) are hereby amended and restated to read as follows:
 
The aggregate percentage of Shares reported owned by each person named herein is based upon 27,712,715 Shares outstanding as of February 15, 2016, which is the total number of Shares outstanding as reported in the Issuer’s annual report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2016.
 
A.
Scopia PX
 
 
(a)
As of the close of business on March 29, 2016, Scopia PX beneficially owned 622,794 Shares.
 
Percentage: Approximately 2.2%
 
 
14

 
CUSIP NO. 207410101
 
 
(b)
1. Sole power to vote or direct vote: 622,794
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 622,794
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia PX since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
B.
Scopia Partners
 
 
(a)
As of the close of business on March 29, 2016, Scopia Partners beneficially owned 17,110 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 17,110
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 17,110
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Partners since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
C.
Scopia Health
 
 
(a)
As of the close of business on March 29, 2016, Scopia Health beneficially owned 46,729 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 46,729
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 46,729
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Health since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
D.
Scopia Windmill
 
 
(a)
As of the close of business on March 29, 2016, Scopia Windmill beneficially owned 433,862 Shares.
 
Percentage: Approximately 1.6%
 
 
15

 
CUSIP NO. 207410101
 
 
(b)
1. Sole power to vote or direct vote: 433,862
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 433,862
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Windmill since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
E.
Scopia International
 
 
(a)
As of the close of business on March 29, 2016, Scopia International beneficially owned 108,059 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 108,059
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 108,059
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia International since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
F.
Scopia PX International
 
 
(a)
As of the close of business on March 29, 2016, Scopia PX International beneficially owned 780,046 Shares.
 
Percentage: Approximately 2.8%
 
 
(b)
1. Sole power to vote or direct vote: 780,046
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 780,046
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia PX International since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
G.           Scopia Health International
 
 
(a)
As of the close of business on March 29, 2016, Scopia Health International beneficially owned 340,075 Shares.
 
Percentage: Approximately 1.2%
 
 
16

 
CUSIP NO. 207410101
 
 
(b)
1. Sole power to vote or direct vote: 340,075
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 340,075
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Health International since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
H.
Scopia Capital
 
 
(a)
Scopia Capital, as the Managing Member of each of Scopia PX, Scopia Partners and Scopia Health, and the general partner of each of Scopia Windmill, Scopia International, Scopia PX International and Scopia Health International, may be deemed the beneficial owner of the: (i) 622,794 Shares owned by Scopia PX; (ii) 17,110 Shares owned by Scopia Partners; (iii) 46,729 Shares owned by Scopia Health; (iv)  433,862 Shares owned by Scopia Windmill; (v) 108,059 Shares owned by Scopia International; (vi) 780,046 Shares owned by Scopia PX International; and (vii) 340,075 Shares owned by Scopia Health International.
 
Percentage: Approximately 8.5%
 
 
(b)
1. Sole power to vote or direct vote: 2,348,675
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 2,348,675
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
Scopia Capital has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 2 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International and Scopia Health International since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
I.
Scopia Management
 
 
(a)
As of the close of business on March 29, 2016, 31,589 Shares were held in the Managed Account. Scopia Management, as the Investment Manager of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and the Managed Account, may be deemed the beneficial owner of the: (i) 622,794 Shares owned by Scopia PX; (ii) 17,110 Shares owned by Scopia Partners; (iii) 46,729 Shares owned by Scopia Health; (iv) 433,862 Shares owned by Scopia Windmill; (v) 108,059 Shares owned by Scopia International; (vi) 780,046 Shares owned by Scopia PX International; (vii) 340,075 Shares owned by Scopia Health International; and (viii) 31,589 Shares held in the Managed Account.
 
Percentage: Approximately 8.6%
 
 
(b)
1. Sole power to vote or direct vote: 2,380,264
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 2,380,264
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Management through the Managed Account and on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International and Scopia Health International since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
 
17

 
CUSIP NO. 207410101
 
J.
Scopia Inc.
 
 
(a)
Scopia Inc., as the general partner of Scopia Management, may be deemed the beneficial owner of the: (i) 622,794 Shares owned by Scopia PX; (ii) 17,110 Shares owned by Scopia Partners; (iii) 46,729 Shares owned by Scopia Health; (iv) 433,862 Shares owned by Scopia Windmill; (v) 108,059 Shares owned by Scopia International; (vi) 780,046 Shares owned by Scopia PX International; (vii) 340,075 Shares owned by Scopia Health International; and (viii) 31,589 Shares held in the Managed Account.
 
Percentage: Approximately 8.6%
 
 
(b)
1. Sole power to vote or direct vote: 2,380,264
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 2,380,264
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
Scopia Inc. has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 2 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and through the Managed Account since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
K.
Mr. Sirovich
 
 
(a)
Mr. Sirovich, as a Managing Member of Scopia Capital and Managing Director of Scopia Inc., may be deemed the beneficial owner of the: (i) 622,794 Shares owned by Scopia PX; (ii) 17,110 Shares owned by Scopia Partners; (iii) 46,729 Shares owned by Scopia Health; (iv) 433,862 Shares owned by Scopia Windmill; (v) 108,059 Shares owned by Scopia International; (vi) 780,046 Shares owned by Scopia PX International; (vii) 340,075 Shares owned by Scopia Health International; and (viii) 31,589 Shares held in the Managed Account.
 
Percentage: Approximately 8.6%
 
 
(b)
1. Sole power to vote or direct vote: 0
 
2. Shared power to vote or direct vote: 2,380,264
 
3. Sole power to dispose or direct the disposition: 0
 
4. Shared power to dispose or direct the disposition: 2,380,264

 
(c)
Mr. Sirovich has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 2 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and through the Managed Account since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
L.
Mr. Mindich
 
 
(a)
Mr. Mindich, as a Managing Member of Scopia Capital and Managing Director of Scopia Inc., may be deemed the beneficial owner of the: (i) 622,794 Shares owned by Scopia PX; (ii) 17,110 Shares owned by Scopia Partners; (iii) 46,729 Shares owned by Scopia Health; (iv) 433,862 Shares owned by Scopia Windmill; (v) 108,059 Shares owned by Scopia International; (vi) 780,046 Shares owned by Scopia PX International; (vii) 340,075 Shares owned by Scopia Health International; and (viii)  31,589 Shares held in the Managed Account.
 
Percentage: Approximately 8.6%
 
 
(b)
1. Sole power to vote or direct vote: 0
 
2. Shared power to vote or direct vote: 2,380,264
 
3. Sole power to dispose or direct the disposition: 0
 
4. Shared power to dispose or direct the disposition: 2,380,264
 
 
18

 
 
 
(c)
Mr. Mindich has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 2 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and through the Managed Account since the filing of Amendment No. 2 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
The Reporting Persons, as members of a “group” for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons.  Each Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.
 
 
19

 
CUSIP NO. 207410101
 
SIGNATURES
 
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Dated:  March 30, 2016
 
SCOPIA PX LLC
 
SCOPIA PARTNERS LLC
 
SCOPIA HEALTH CARE LLC
 
SCOPIA WINDMILL FUND LP
 
 
SCOPIA INTERNATIONAL MASTER FUND LP
 
SCOPIA PX INTERNATIONAL MASTER FUND LP
 
SCOPIA HEALTH CARE INTERNATIONAL MASTER FUND LP

By:     Scopia Capital Management LP
           Investment Manager
 
By:     Scopia Management, Inc.
           General Partner
 
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
 
Title:
Managing Director


 
SCOPIA CAPITAL MANAGEMENT LP
   
 
By:
Scopia Management, Inc.
General Partner
     
 
By:
/s/ Matthew Sirovich
   
Name:
Matthew Sirovich
   
Title:
Managing Director


SCOPIA CAPITAL GP LLC
 
SCOPIA MANAGEMENT, INC.
     
By:
/s/ Matthew Sirovich
 
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
   
Name:
Matthew Sirovich
 
Title:
Managing Member
   
Title:
Managing Director


   
 
/s/ Matthew Sirovich
 
MATTHEW SIROVICH


   
 
/s/ Jeremy Mindich
 
JEREMY MINDICH

 
20

 
CUSIP NO. 207410101
 
SCHEDULE A
 
Transactions in the Securities of the Issuer Since the filing of Amendment No. 2 to the Schedule 13D
 
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price Per Share ($)
Date of
Purchase/Sale

SCOPIA PX LLC

Purchase of Common Stock
11,029
40.6518
03/09/2016
Purchase of Common Stock
2,841
40.7372
03/09/2016
Purchase of Common Stock
2,799
41.1900
03/09/2016
Purchase of Common Stock
3,487
40.6359
03/10/2016
Purchase of Common Stock
2,883
41.2958
03/11/2016
Purchase of Common Stock
3,799
41.6766
03/14/2016
Purchase of Common Stock
4,199
40.5882
03/15/2016
Purchase of Common Stock
6,322
39.7052
03/16/2016
Purchase of Common Stock
6,998
38.8450
03/17/2016
Purchase of Common Stock
9,293
38.8904
03/17/2016
Purchase of Common Stock
2,799
40.2135
03/18/2016
Purchase of Common Stock
4,325
40.5039
03/21/2016
Purchase of Common Stock
4,199
40.1828
03/22/2016
Purchase of Common Stock
5,598
39.8033
03/23/2016
Purchase of Common Stock
4,198
38.7856
03/24/2016
Purchase of Common Stock
2,799
39.4783
03/28/2016
Purchase of Common Stock
2,799
40.7104
03/29/2016


SCOPIA PARTNERS LLC

Purchase of Common Stock
276
40.6518
03/09/2016
Purchase of Common Stock
71
40.7372
03/09/2016
Purchase of Common Stock
70
41.1900
03/09/2016
Purchase of Common Stock
87
40.6359
03/10/2016
Purchase of Common Stock
72
41.2958
03/11/2016
Purchase of Common Stock
95
41.6766
03/14/2016
Purchase of Common Stock
105
40.5882
03/15/2016
Purchase of Common Stock
158
39.7052
03/16/2016
Purchase of Common Stock
175
38.8450
03/17/2016
Purchase of Common Stock
233
38.8904
03/17/2016
Purchase of Common Stock
70
40.2135
03/18/2016
Purchase of Common Stock
108
40.5039
03/21/2016
Purchase of Common Stock
105
40.1828
03/22/2016
Purchase of Common Stock
140
39.8033
03/23/2016
Purchase of Common Stock
105
38.7856
03/24/2016
Purchase of Common Stock
71
39.4783
03/28/2016
Purchase of Common Stock
70
40.7104
03/29/2016

 
 

 
CUSIP NO. 207410101
 
SCOPIA HEALTH CARE LLC

Purchase of Common Stock
739
40.6518
03/09/2016
Purchase of Common Stock
190
40.7372
03/09/2016
Purchase of Common Stock
188
41.1900
03/09/2016
Purchase of Common Stock
234
40.6359
03/10/2016
Purchase of Common Stock
193
41.2958
03/11/2016
Purchase of Common Stock
255
41.6766
03/14/2016
Purchase of Common Stock
281
40.5882
03/15/2016
Purchase of Common Stock
424
39.7052
03/16/2016
Purchase of Common Stock
469
38.8450
03/17/2016
Purchase of Common Stock
623
38.8904
03/17/2016
Purchase of Common Stock
188
40.2135
03/18/2016
Purchase of Common Stock
290
40.5039
03/21/2016
Purchase of Common Stock
281
40.1828
03/22/2016
Purchase of Common Stock
375
39.8033
03/23/2016
Purchase of Common Stock
282
38.7856
03/24/2016
Purchase of Common Stock
188
39.4783
03/28/2016
Purchase of Common Stock
187
40.7104
03/29/2016


SCOPIA WINDMILL FUND LP

Purchase of Common Stock
7,112
40.6518
03/09/2016
Purchase of Common Stock
1,832
40.7372
03/09/2016
Purchase of Common Stock
1,805
41.1900
03/09/2016
Purchase of Common Stock
2,249
40.6359
03/10/2016
Purchase of Common Stock
1,859
41.2958
03/11/2016
Purchase of Common Stock
2,450
41.6766
03/14/2016
Purchase of Common Stock
2,708
40.5882
03/15/2016
Purchase of Common Stock
4,077
39.7052
03/16/2016
Purchase of Common Stock
4,512
38.8450
03/17/2016
Purchase of Common Stock
5,993
38.8904
03/17/2016
Purchase of Common Stock
1,805
40.2135
03/18/2016
Purchase of Common Stock
2,789
40.5039
03/21/2016
Purchase of Common Stock
2,708
40.1828
03/22/2016
Purchase of Common Stock
3,610
39.8033
03/23/2016
Purchase of Common Stock
2,707
38.7856
03/24/2016
Purchase of Common Stock
1,805
39.4783
03/28/2016
Purchase of Common Stock
1,805
40.7104
03/29/2016

 
 

 
CUSIP NO. 207410101

SCOPIA INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
1,747
40.6518
03/09/2016
Purchase of Common Stock
450
40.7372
03/09/2016
Purchase of Common Stock
443
41.1900
03/09/2016
Purchase of Common Stock
552
40.6359
03/10/2016
Purchase of Common Stock
457
41.2958
03/11/2016
Purchase of Common Stock
602
41.6766
03/14/2016
Purchase of Common Stock
665
40.5882
03/15/2016
Purchase of Common Stock
1,001
39.7052
03/16/2016
Purchase of Common Stock
1,108
38.8450
03/17/2016
Purchase of Common Stock
1,472
38.8904
03/17/2016
Purchase of Common Stock
443
40.2135
03/18/2016
Purchase of Common Stock
685
40.5039
03/21/2016
Purchase of Common Stock
665
40.1828
03/22/2016
Purchase of Common Stock
887
39.8033
03/23/2016
Purchase of Common Stock
665
38.7856
03/24/2016
Purchase of Common Stock
443
39.4783
03/28/2016
Purchase of Common Stock
443
40.7104
03/29/2016


SCOPIA PX INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
12,611
40.6518
03/09/2016
Purchase of Common Stock
3,248
40.7372
03/09/2016
Purchase of Common Stock
3,201
41.1900
03/09/2016
Purchase of Common Stock
3,987
40.6359
03/10/2016
Purchase of Common Stock
3,298
41.2958
03/11/2016
Purchase of Common Stock
4,345
41.6766
03/14/2016
Purchase of Common Stock
4,801
40.5882
03/15/2016
Purchase of Common Stock
7,229
39.7052
03/16/2016
Purchase of Common Stock
8,003
38.8450
03/17/2016
Purchase of Common Stock
10,626
38.8904
03/17/2016
Purchase of Common Stock
3,201
40.2135
03/18/2016
Purchase of Common Stock
4,946
40.5039
03/21/2016
Purchase of Common Stock
4,800
40.1828
03/22/2016
Purchase of Common Stock
6,402
39.8033
03/23/2016
Purchase of Common Stock
4,802
38.7856
03/24/2016
Purchase of Common Stock
3,199
39.4783
03/28/2016
Purchase of Common Stock
3,203
40.7104
03/29/2016

 
 

 
CUSIP NO. 207410101
 
SCOPIA HEALTH CARE INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
5,376
40.6518
03/09/2016
Purchase of Common Stock
1,385
40.7372
03/09/2016
Purchase of Common Stock
1,364
41.1900
03/09/2016
Purchase of Common Stock
1,700
40.6359
03/10/2016
Purchase of Common Stock
1,405
41.2958
03/11/2016
Purchase of Common Stock
1,852
41.6766
03/14/2016
Purchase of Common Stock
2,047
40.5882
03/15/2016
Purchase of Common Stock
3,082
39.7052
03/16/2016
Purchase of Common Stock
3,411
38.8450
03/17/2016
Purchase of Common Stock
4,530
38.8904
03/17/2016
Purchase of Common Stock
1,364
40.2135
03/18/2016
Purchase of Common Stock
2,108
40.5039
03/21/2016
Purchase of Common Stock
2,047
40.1828
03/22/2016
Purchase of Common Stock
2,729
39.8033
03/23/2016
Purchase of Common Stock
2,046
38.7856
03/24/2016
Purchase of Common Stock
1,365
39.4783
03/28/2016
Purchase of Common Stock
1,364
40.7104
03/29/2016

SCOPIA CAPITAL MANAGEMENT LP
(Through the Managed Account)

Purchase of Common Stock
510
40.6518
03/09/2016
Purchase of Common Stock
131
40.7372
03/09/2016
Purchase of Common Stock
130
41.1900
03/09/2016
Purchase of Common Stock
161
40.6359
03/10/2016
Purchase of Common Stock
133
41.2958
03/11/2016
Purchase of Common Stock
176
41.6766
03/14/2016
Purchase of Common Stock
194
40.5882
03/15/2016
Purchase of Common Stock
293
39.7052
03/16/2016
Purchase of Common Stock
324
38.8450
03/17/2016
Purchase of Common Stock
430
38.8904
03/17/2016
Purchase of Common Stock
130
40.2135
03/18/2016
Purchase of Common Stock
200
40.5039
03/21/2016
Purchase of Common Stock
195
40.1828
03/22/2016
Purchase of Common Stock
259
39.8033
03/23/2016
Purchase of Common Stock
195
38.7856
03/24/2016
Purchase of Common Stock
130
39.4783
03/28/2016
Purchase of Common Stock
129
40.7104
03/29/2016