SEC Form 4 · accession 0001209191-18-009420

ONTO INNOVATION INC. · ONTO

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Feb 8, 2018

Accepted (ET)

Feb 12, 2018 · 9:23 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000704532

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Feb 8, 2018	M	4,195	$0.00	A	319,587	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Performance Stock Units^F3,F1,F2	—	Feb 8, 2018	M	4,195	D	—	Feb 8, 2020	Common Stock	4,195	26,500	D

F1Shares are represented by performance stock units, each of which represents a contingent right to receive one share of NANO common stock. Of these performance stock units, performance stock units covering 22,500 shares converted into restricted stock units to acquire 15,000 shares, which will vest as set forth in note (1) above, and are reflected on Table I. The remaining performance stock units covering 22,500 shares will vest on February 22, 2018, provided that certain price performance targets are met. 2/3rds will vest if target price performance is met, and 100% will vest if maximum price performance is met.
F2Shares are represented by performance stock units. Each performance stock unit represents a contingent right to receive one share of NANO common stock. The performance stock units vest on an annual basis, in equal 1/3rd target increments, over a three-year period, provided that certain price performance targets are met. 2/3rds will vest for each increment if target price performance is met for that increment and 100% will vest if maximum price performance is met for that increment.
F3Total reflects 9,055 shares forfeited due to performance measures having not been met.