SEC Form 4 · accession 0001407682-15-000082
RUDOLPH TECHNOLOGIES INC · RTEC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul F McLaughlin
Officer — Chairman and CEO · Director
Period of report
Feb 20, 2015
Accepted (ET)
Feb 24, 2015 · 4:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001094392
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 20, 2015 | D | 54,194 | $12.30 | D | 794,573 | D | |
| Common StockF2 | Feb 20, 2015 | A | 65,625 | $0.00 | A | 860,198 | D | |
| Common StockF3 | Feb 20, 2015 | A | 55,380 | $0.00 | A | 915,578 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares withheld by Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units grants previously received by the Reporting Person.
- F2On January 31, 2014, the Compensation Committee of Rudolph Technologies' Board of Directors established targets for the award of performance-based Restricted Stock Units ("RSU's") such that the number of RSU's issued under the award would be contingent on the Company achieving certain revenue and non-GAAP operating income goals for fiscal year 2014 (the "Metrics"). Effective upon the receipt of the Company's 2014 audited financial results from its independent auditors, a final determination of the number of performance-based RSU's to be awarded was made based on achievement against the 2014 Metrics. The awarded performance-based RSU's are still subject to a service requirement such that the award vested with respect to one hundred percent (100%) of the shares subject to the award (rounded down to the next whole number of shares) on February 20, 2015.
- F3On September 27, 2011, the Compensation Committee of Rudolph Technologies' Board of Directors established targets for the award of performance-based Restricted Stock Units ("RSU's") such that the number of RSU's issued under the award would be contingent on the Company achieving certain non-GAAP EPS goals for fiscal years 2012, 2013 and 2014 (the "Metrics"). Effective upon the receipt of the Company's 2014 audited financial results from its independent auditors, a final determination of the number of performance-based RSU's to be awarded was made based on achievement against the Metrics. Pursuant to the terms of the recipient?s employment agreement, the awarded performance-based RSU's vested with respect to one hundred percent (100%) of the shares subject to the award (rounded down to the next whole number of shares) on February 20, 2015.