-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KhOIeObrpfVfnzWdBKVODU6c5VE2nPohQOwSfnahKpOHCy5l8JXG6RffStrnMquV vMvUAhjVfLREaL3/5u7/+Q== 0001063468-99-000004.txt : 19991217 0001063468-99-000004.hdr.sgml : 19991217 ACCESSION NUMBER: 0001063468-99-000004 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991216 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VEECO INSTRUMENTS INC CENTRAL INDEX KEY: 0000103145 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 112989601 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-44703 FILM NUMBER: 99775700 BUSINESS ADDRESS: STREET 1: TERMINAL DR CITY: PLAINVIEW STATE: NY ZIP: 11803 BUSINESS PHONE: 5163498300 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GURLEY JOHN CENTRAL INDEX KEY: 0001063468 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 112 ROBIN HILL RD CITY: SANTA BARBARA STATE: CA ZIP: 93117 BUSINESS PHONE: 8056879773 MAIL ADDRESS: STREET 1: 2991 KENMORE PLACE CITY: SANTA BARBARA STATE: CA ZIP: 93105 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* VEECO INSTRUMENTS INC. (NAME OF ISSUER) COMMON STOCK (TITLE OF CLASS OF SECURITIES) 922417-100 (CUSIP NUMBER) JOHN A. GURLEY 1407 DOVER ROAD SANTA BARBARA, CA 93103 (805) 886-7380 (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS) COPIES TO: EDWARD H. BRAUN C/O VEECO INSTRUMENTS INC. TERMINAL DRIVE PLAINVIEW, NY 11803 (516) 349-8300 SEPTEMBER 10, 1999 (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 Sections 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 this schedule, including all exhibits. See Section 13d-7(b) for other parties to whom copies are to be sent. *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). Page 1 of 4 Pages SCHEDULE 13D - - ---------------------------------------------------------------------- - - CUSIP No. 922 417-100 - - ---------------------------------------------------------------------- - - (1) NAMES OF REPORTING PERSONS. S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS John A. Gurley - - ---------------------------------------------------------------------- - - (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) / / (b) / / - - ---------------------------------------------------------------------- - - (3) SEC USE ONLY - - ---------------------------------------------------------------------- - - (4) SOURCE OF FUNDS - - ---------------------------------------------------------------------- - - (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / / - - ---------------------------------------------------------------------- - - (6) CITIZENSHIP OR PLACE OF ORGANIZATION USA - - ---------------------------------------------------------------------- - - (7) SOLE VOTING POWER NUMBER OF 655,277 shares of Common Stock SHARES ------------------------------------------- - ------- BENEFICIALLY (8) SHARED VOTING POWER OWNED BY 0 EACH ------------------------------------------- - ------- REPORTING (9) SOLE DISPOSITIVE POWER PERSON WITH: 655,277 shares of Common Stock ------------------------------------------- - ------- (10) SHARED DISPOSITIVE POWER 0 - - ---------------------------------------------------------------------- - - (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 655,277 shares of Common Stock - - ---------------------------------------------------------------------- - - Page 2 of 4 Pages (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) / / - - ---------------------------------------------------------------------- - - (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Approximately 3.7% (based on 17,516,776 shares outstanding as of November 8, 1999 as reported by the Registrant on its Form 10-Q for the quarter ended September 30, 1999) - - ---------------------------------------------------------------------- - - (14) TYPE OF REPORTING PERSON (See Instructions) IN - - ---------------------------------------------------------------------- This Amendment No. 2 amends and supplements the Statement on Schedule 13D, as previously amended (the "Schedule 13D") relating to the common stock, par value $.01 per share (the "Common Stock"), of Veeco Instruments Inc., a Delaware corporation (the "Company"), previously filed by John A. Gurley (the "Reporting Person"). Except as specifically provided herein, this Amendment does not modify any of the information previously reported on the Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Item 5 is hereby amended to read as follows: (a) The Reporting Person may be deemed to beneficially own 655,277 shares of Common Stock, representing approximately 3.7% of the outstanding shares of Common Stock (based on the number of shares of Common Stock outstanding as of November 8, 1999 as reported by the Company on its Form 10-Q for the quarter ended September 30, 1999). (b) The Reporting Person holds the sole power to vote or to direct the vote and to dispose or to direct the disposition of the 655,277 shares of Common Stock. (c) During the past sixty (60) days, the Reporting Person sold 167,000 shares of Common Stock on various dates from and including August 19, 1999 through September 10, 1999 in transactions on the NASDAQ National Market pursuant to and in compliance with Rules 145 and 144 under the Securities Act of 1933, as amended, at daily prices per share ranging from a low of $33.87 to a high of $36.875. On July 12, 1999, the Reporting Person transferred 352,404 shares of Common Stock to his former spouse, Patricia Aoyama, as part of the resolution of a divorce proceeding. Page 3 of 4 pages Except as set forth above, the Reporting Person does not beneficially own any shares of Common Stock and has not effected any transaction in shares of Common Stock since the transactions reported on the Schedule 13D. (d) To the best knowledge of the Reporting Person, no person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the 655,277 shares of Common Stock. (e) To the best knowledge of the Reporting Person, he ceased to be the beneficial owner of more than 5% of the outstanding shares of Common Stock on July 12, 1999 (based on 17,516,776 shares outstanding as of November 8, 1999 as reported by the Company on its Form 10-Q for the quarter ended September 30, 1999). ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Item 6 is hereby amended to add the following information: The sales referred to in Item 5(b) of this Amendment No. 1 were effected through Goldman, Sachs & Co. as agent for the Reporting Person for usual and customary broker's commissions for transactions of the size in question. 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 as of October 8, 1999 /s/ John A. Gurley ------------------------ John A. Gurley Page 4 of 4 Pages -----END PRIVACY-ENHANCED MESSAGE-----