-----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, PrsCmcpWZW073ZmHfqKOgZJHEoeyGGK583Woer8+t+9nEMfoL4o0H+ssuivuw7zF Z/jO7LtsGl9oJ6YwVT/csg== 0001209191-10-059409.txt : 20101209 0001209191-10-059409.hdr.sgml : 20101209 20101209165609 ACCESSION NUMBER: 0001209191-10-059409 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101208 FILED AS OF DATE: 20101209 DATE AS OF CHANGE: 20101209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KEITHLEY INSTRUMENTS INC CENTRAL INDEX KEY: 0000054991 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 340794417 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 28775 AURORA RD CITY: SOLON STATE: OH ZIP: 44139 BUSINESS PHONE: 2162480400 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: REDDY N MOHAN CENTRAL INDEX KEY: 0001209386 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09965 FILM NUMBER: 101242860 MAIL ADDRESS: STREET 1: BRUSH ENGINEERED MATERIALS INC STREET 2: 17876 ST CLAIR AVE CITY: CLEVELAND STATE: OH ZIP: 44110 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2010-12-08 1 0000054991 KEITHLEY INSTRUMENTS INC KEI 0001209386 REDDY N MOHAN KEITHLEY INSTRUMENTS, INC. 28775 AURORA ROAD SOLON OH 44139 1 0 0 0 Common Shares 2010-12-08 4 D 0 35507 21.60 D 0 D Common Stock Option 13.465 2010-12-08 4 D 0 5000 8.135 D 2002-03-21 2011-09-20 Common Stk 5000 0 D Common Stock Option 19.23 2010-12-08 4 D 0 10000 2.37 D 2002-08-17 2012-02-16 Common Stk 10000 0 D Common Stock Option 10.70 2010-12-08 4 D 0 10000 10.90 D 2003-08-16 2013-02-15 Common Stk 10000 0 D Common Stock Option 23.13 2010-12-08 4 D 0 10000 0.00 D 2004-08-15 2014-02-14 Common Stk 0 0 D Common Stock Option 16.67 2010-12-08 4 D 0 10000 4.93 D 2005-05-13 2015-02-12 Common Stk 10000 0 D Phantom Stock Units 2010-12-08 4 D 0 32061.2 21.60 D Common Stk 32061.2 0 D Disposed of pursuant to an Agreement and Plan of Merger, dated as of September 29, 2010 (the "Merger Agreement") by and among Danaher Corporation, Aegean Acquisition Corp. and the Issuer in exchange for the merger consideration of $21.60 in cash per share. The options were cancelled pursuant to the Merger Agreement in exchange for the merger consideration of $21.60 in cash per share, less the exercise price per share of $13.465. The options were cancelled pursuant to the Merger Agreement in exchange for the merger consideration of $21.60 in cash per share, less the exercise price per share of $19.23. The options were cancelled pursuant to the Merger Agreement in exchange for the merger consideration of $21.60 in cash per share, less the exercise price per share of $10.70. The options were cancelled pursuant to the Merger Agreement. The options were cancelled pursuant to the Merger Agreement in exchange for the merger consideration of $21.60 in cash per share, less the exercise price per share of $16.67. Phantom shares were acquired on various dates (beginning 12/10/2001)with prices ranging from $3.2412 to $23.3575. The phantom stock units were accrued under the Keithley Instruments, Inc. Deferred Stock Plan and were to be settled in common stock or cash upon the retirement from the Board of the reporting person. The plan was terminated and liquidated at closing of the merger and, under the Merger Agreement, the Phantom Stock Units were cancelled in exchange for the merger consideration of $21.60 in cash per share. Mark J. Plush, Attorney-in Fact 2010-12-09 -----END PRIVACY-ENHANCED MESSAGE-----