OSI SYSTEMS INC — Major Shareholding Notification 2011

Feb 11, 2011

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 8)*

OSI Systems, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

671044105

(CUSIP Number)

December 31, 2010

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

• 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 the disclosures provided in a prior cover page.

The information required in 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. 671044105 — 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only). Deepak Chopra | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a
Member of a Group (See Instructions) (a) ¨ (b) ¨ | |
| 3. | SEC Use Only 0 | |
| 4. | Citizenship or Place of
Organization United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power 755,565 shares |
| | 6. | Shared Voting Power 100,000 shares |
| | 7. | Sole Dispositive Power 755,565 shares |
| | 8. | Shared Dispositive Power 100,000 shares |
| 9. | Aggregate Amount Beneficially
Owned by Each Reporting Person 855,565 shares | |
| 10. | Check if the Aggregate Amount in
Row (9) Excludes Certain Shares (See Instructions) ¨ | |
| 11. | Percent of Class Represented by
Amount in Row (9) 4.3 % | |
| 12. | Type of Reporting Person (See
Instructions) IN | |

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| Item 1. | (a) | Name of Issuer OSI
Systems, Inc. | |
| --- | --- | --- | --- |
| | (b) | Address of Issuer’s Principal Executive Offices 12525 Chadron Avenue, Hawthorne, California 90250 | |
| Item 2. | | | |
| | (a) | Name of Person Filing Deepak Chopra | |
| | (b) | Address of Principal Business Office or, if none, Residence 12525 Chadron Avenue, Hawthorne, California 90250 | |
| | (c) | Citizenship United
States | |
| | (d) | Title of Class of Securities Common Stock | |
| | (e) | CUSIP Number 671044105 | |
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | | |
| | (a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| | (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| | (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| | (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). |
| | (e) | ¨ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| | (f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| | (g) | ¨ | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
| | (h) | ¨ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| | (i) | ¨ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3); |
| | (j) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |

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Item 4.	Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned: 855,565 shares
	(b)	Percent of class: 4.3%
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote 755,565 shares
		(ii)	Shared power to vote or to direct the vote 100,000 shares
		(iii)	Sole power to dispose or to direct the disposition of 755,565 shares
		(iv)	Shared power to dispose or to direct the disposition of 100,000 shares
Item 5.	Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following x .
Item 6.	Ownership of More than Five Percent on Behalf of Another Person
	Not Applicable.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
	Not applicable.
Item 8.	Identification and Classification of Members of the Group
	Not applicable.
Item 9.	Notice of Dissolution of Group
	Not applicable.
Item 10.	Certification
	Not applicable.

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Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 11, 2011.

DEEPAK CHOPRA
By:	/ S / D EEPAK C HOPRA
Name/Title:	Deepak Chopra – Chairman of the Board, Chief Executive Officer and President

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).

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