Definitive Additional Materials





(Rule 14a-101)


Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No.)

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Filed by a Party other than the Registrant ¨


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Preliminary Proxy Statement




Soliciting Material Under Rule



Confidential, For Use of the Commission

Only (as permitted by Rule 14a-6(e)(2))


Pursuant to § 240.14a-12



Definitive Proxy Statement




Definitive Additional Materials





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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on February 06, 2012






Meeting Information            


      Meeting Type: Annual Meeting
      For holders as of: December 09, 2011


Date:  February 06, 2012 



  Time: 4:00 PM CST



Location:  SurModics Headquarters


9924 West 74th Street


Eden Prairie, Minnesota 55344



    You are receiving this communication because you hold shares in the above named company.
    This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.



See the reverse side of this notice to obtain

proxy materials and voting instructions.

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Before You Vote  


How to Access the Proxy Materials



      Proxy Materials Available to VIEW or RECEIVE:    


  1. NPS/10K         2. Shareholder Letter


  How to View Online:


  Have the information that is printed in the box marked by the arrow LOGO (located on the following   page) and visit:


  How to Request and Receive a PAPER or E-MAIL Copy:


  If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a   copy. Please choose one of the following methods to make your request:


                                 1) BY INTERNET:

                                 2) BY TELEPHONE:     1-800-579-1639

                                 3) BY E-MAIL*:   


  * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.


  Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please   make the request as instructed above on or before January 23, 2012 to facilitate timely delivery.




How To Vote  


Please Choose One of the Following Voting Methods



  Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please   follow the instructions at or request a paper copy of the materials, which will contain the appropriate   instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an   attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for   meeting attendance.


  Vote By Internet: To vote now by Internet, go to Have the information that is printed in the box

  marked by the arrow LOGO available and follow the instructions.


  Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.



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Voting Items        


The Board of Directors recommends that you

vote FOR the following:



1.      Election of Directors




01     José H. Bedoya            02 David R. Dantzker, M.D.             03 Gary R. Maharaj            04 Scott R. Ward

The Board of Directors recommends you vote FOR the following proposal(s):   

2        Set the number of directors at ten (10);

3       Ratify the appointment of Deloitte & Touche LLP as SurModics’ independent registered public accounting firm for fiscal year 2012; and

4       To approve, in a non-binding advisory vote, the Company’s executive compensation.



NOTE: To consider and act upon such other matters as may properly come before the meeting or any adjournment or postponement of the meeting.


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Voting Instructions        

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