8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 15, 2016

Rudolph Technologies, Inc.

(Exact name of registrant as specified in its charter)

DELAWARE	001-36226	22-3531208
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

16 Jonspin Road, Wilmington, Massachusetts 01887

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (978) 253-6200

Not applicable

(Former name or former address, if changed since last report.)

___________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

On July 15, 2016, Rudolph announced that it has redeemed all of its outstanding 3.75% Convertible Senior Notes due July 2016 with an aggregate principle amount of $60 million.

The information in this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description of Exhibit
99.1	Press Release issued July 15, 2016, “Rudolph Redeems $60 Million in Convertible Notes”

EXHIBIT INDEX

Exhibit No.	Description of Exhibit
99.1	Press Release issued July 15, 2016, “Rudolph Redeems $60 Million in Convertible Notes”

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	RUDOLPH TECHNOLOGIES, INC.
Date: July 18, 2016	By: /s/ Michael P. Plisinski
	Michael P. Plisinski Chief Executive Officer

EX-99.1

Exhibit 99.1

Rudolph Redeems $60 Million in Convertible Notes

Wilmington, Mass. (July 15, 2016) – Rudolph Technologies, Inc. (NYSE:RTEC), a leader in the design, development, manufacture and support of defect inspection, lithography, process control metrology, and process control software used by semiconductor and advanced packaging device manufacturers worldwide today announced that it has redeemed all of its outstanding 3.75% Convertible Senior Notes due July 2016 with an aggregate principle amount of $60 million. Under the terms of the Indenture, holders of the notes were paid cash up to the aggregate principal amount of the notes and shares of common stock for the remainder of our conversion, with any fractional shares paid in cash. As a result of this redemption, the Company eliminated its debt and will have cash savings in annual interest payments of $2.25 million. The conversion resulted in the issuance of 540,000 shares of common stock to the bondholders, but resulted in no dilution to Rudolph shareholders as these shares were covered by a convertible note hedge that was entered into by the Company in 2011 at the time of issuance of the notes. Subsequent to the redemption of the notes, the Company's cash and short-term investments totaled approximately $100 million.

About Rudolph Technologies

Rudolph Technologies, Inc. is a leader in the design, development, manufacture and support of defect inspection, lithography, process control metrology, and process control software used by semiconductor and advanced packaging device manufacturers worldwide. Rudolph delivers comprehensive solutions throughout the fab with its families of proprietary products that provide critical yield-enhancing information, enabling microelectronic device manufacturers to drive down costs and time to market of their devices. Headquartered in Wilmington, Massachusetts, Rudolph supports its customers with a worldwide sales and service organization. Additional information can be found on the Company’s website at www.rudolphtech.com.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”) which include Rudolph’s expectations about our expected savings on interest payments as well as other matters that are not purely historical data. Rudolph wishes to take advantage of the “safe harbor” provided for by the Act and cautions that actual results may differ materially from those projected as a result of various factors, including risks and uncertainties, many of which are beyond Rudolph’s control. Such factors include, but are not limited to, the potential impact of Rudolph’s reduction in cash on any subsequent development and/or acquisition activities. Additional information and considerations regarding the risks faced by Rudolph are available in Rudolph’s Form 10-K report for the year ended December 31, 2015 and other filings with the Securities and Exchange Commission. As the forward-looking statements are based on Rudolph’s current expectations, the company cannot guarantee any related future results, levels of activity, performance or achievements. Rudolph does not assume any obligation to update the forward-looking information contained in this press release.

Contacts:

Investors:

Steven R. Roth

973.448.4302

steven.roth@rudolphtech.com

Guerrant Associates

Laura Guerrant-Oiye

Principal

808.882.1467

lguerrant@guerrantir.com

Trade Press:

MindWrite Communications, Inc.

Sandy Fewkes

408.224.4024

sandy@mind-write.com