-----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, Uuez7g9EB4tSZ3EvpVaqZtMfnl46arzOUEuJuD3ySWxc+v4gR80Hndu1t5LmzMQc iYSaeZKsdvjk7Qr4MQTXSg== 0001407682-08-000068.txt : 20080529 0001407682-08-000068.hdr.sgml : 20080529 20080529170539 ACCESSION NUMBER: 0001407682-08-000068 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080527 FILED AS OF DATE: 20080529 DATE AS OF CHANGE: 20080529 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RUDOLPH TECHNOLOGIES INC CENTRAL INDEX KEY: 0001094392 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 223531208 STATE OF INCORPORATION: DE FISCAL YEAR END: 0726 BUSINESS ADDRESS: STREET 1: PO BOX 1000 STREET 2: ONE RUDOLPH RD CITY: FLANDERS STATE: NJ ZIP: 07836 BUSINESS PHONE: 9736911300 MAIL ADDRESS: STREET 1: PO BOX 1000 STREET 2: ONE RUDOLPH RD CITY: FLANDERS STATE: NJ ZIP: 07836 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MCLAUGHLIN PAUL F CENTRAL INDEX KEY: 0001196449 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-27965 FILM NUMBER: 08867404 BUSINESS ADDRESS: STREET 1: ONE RUDOLPH RD. STREET 2: P.O. BOX 1000 CITY: FLANDERS STATE: NJ ZIP: 07836 4/A 1 primary_doc.xml PRIMARY DOCUMENT X0202 4/A 2008-05-27 2008-05-29 0 0001094392 RUDOLPH TECHNOLOGIES INC RTEC 0001196449 MCLAUGHLIN PAUL F C/O RUDOLPH TECHNOLOGIES, INC. ONE RUDOLPH ROAD FLANDERS NJ 07836 1 1 0 0 Chairman and CEO Common Stock - Performance-based Restricted Stock Unit 2008-05-27 4 A 0 40000 0 A 40000 D Common Stock - Restricted Stock Unit 2008-05-27 4 A 0 40000 0 A 145000 D Each Performance-based Restricted Stock Unit represents a contingent right to receive one (1) share of RTEC Common Stock. 20% of the shares of Common Stock subject to the Performance - based Restricted Stock Unit vest on January 31, 2009 and on each of the subsequent four (4) years vesting annually on January 31; contingent upon the reporting person's having satisfied certain performance criteria approved by the Compensation Committee of the registrant's Board of Directors, and contingent upon the reporting person's continued employment with the registrant. Generally, vested shares will be delivered to the reporting person as soon as practicable after vesting. Each Restricted Stock Unit represents a contingent right to receive one (1) share of RTEC Common Stock. 20% of the shares of Common Stock subject to the Restricted Stock Unit vest on January 31, 2009 and on each of the subsequent four (4) years vesting annually on January 31. Generally, vested shares will be delivered to the reporting person as soon as practicable after vesting. This Form 4/A is filed solely to attach Power of Attorney for Form 4 filed on May 29, 2008. BY: /s/Steven R. Roth For: Paul F. McLaughlin 2008-05-29 EX-24 2 poapfm.txt POWER OF ATTORNEY Power of Attorney The undersigned, as a Section 16 reporting person of Rudolph Technologies, Inc. (the "Company"), hereby constitutes and appoints Steven Roth, Robert Koch and Diane Cramp, and each of them, the undersigned's true and lawful attorney-in-fact to: 1. complete and execute Forms 3, 4 and 5 and other forms and all amendments thereto as such attorney-in-fact shall in his or her discretion determine to be required or advisable pursuant to Section 16 of the Securities Exchange Act of 1934 (as amended) and the rules and regulations promulgated thereunder, or any successor laws and regulations, as a consequence of the undersigned's ownership, acquisition or disposition of securities of the Company; and 2. do all acts necessary in order to file such forms with the Securities and Exchange Commission, any securities exchange or national association, the Company and such other person or agency as the attorney-in-fact shall deem appropriate. The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue hereof. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 (as amended). This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 25th day of January, 2006. Signature: /s/ Paul F. McLaughlin Print Name: Paul F. McLaughlin -----END PRIVACY-ENHANCED MESSAGE-----