-----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, R6U5X0Sa+BILF91Rv56L0LaFdbqiSswv3yU3tNR+WLEtc3DB8SLKLWIH+xG4dcK9 0ir5EFivSCGqSEqx4dokMQ== 0000935836-10-000149.txt : 20100429 0000935836-10-000149.hdr.sgml : 20100429 20100428192137 ACCESSION NUMBER: 0000935836-10-000149 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100429 DATE AS OF CHANGE: 20100428 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INSIGHT CAPITAL RESEARCH & MANAGEMENT INC CENTRAL INDEX KEY: 0000938506 IRS NUMBER: 680166479 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2121 N CALIFORNIA BLVD STE 560 CITY: WALNUT CREEK STATE: CA ZIP: 94596 MAIL ADDRESS: STREET 1: 2121 N CALIFORNIA BLVD STREET 2: STE 560 CITY: WALNUT CREEK STATE: CA ZIP: 94596 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NANOMETRICS INC CENTRAL INDEX KEY: 0000704532 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 942276314 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-35897 FILM NUMBER: 10778432 BUSINESS ADDRESS: STREET 1: 1550 BUCKEYE DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 408-435-9600 MAIL ADDRESS: STREET 1: 1550 BUCKEYE DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 SC 13G/A 1 nanmetrics13ga.htm nanmetrics13ga.htm
 
CUSIP No. 630077105




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
OMB APPROVAL
OMB Number:   3235-0145
Expires: February 28, 2009
Estimated average burden
hours per response 10.4

 
SCHEDULE 13G
 

 
Under the Securities Exchange Act of 1934
 
(Amendment No. 1)
 

 
Nanometrics Incorporated

(Name of Issuer)


Common Stock

(Title of Class of Securities)


630077105

(CUSIP Number)


February 24, 2010

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[XX]           Rule 13d-1(b)

[      ]           Rule 13d-1(c)

[   ]           Rule 13d-1(d)

* 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 the disclosures provided in a prior cover page.

The information required in 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).

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.



SEC
 
1

 
CUSIP No. 630077105





 
1.
Names of Reporting Persons.
 
I.R.S. Identification Nos. of above persons (entities only).

 
Insight Capital Research & Management, Inc.


 
2.
Check the Appropriate Box if a Member of a Group (See Instructions)

 
(a)
______

 
(b)
______


 
3.
SEC Use Only
 


 
4.
Citizenship or Place of Organization 
California

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With:
5.           Sole Voting Power                                           -0-
 
6.           Shared Voting Power                                                      -0-
 
7.           Sole Dispositive Power                                                      -0-
8.           Shared Dispositive Power                                           -0-
 

9.           Aggregate Amount Beneficially Owned by Each Reporting Person                                                                                                           -0-


 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
 
Instructions)______


 
11.
Percent of Class Represented by Amount in Row (9) 
-0-


 
12.
Type of Reporting Person (See Instructions)


CO and IA
 

 
2

 
CUSIP No. 630077105


Item 1.

 
(a)
Name of Issuer

 
Nanometrics Corporation
 
 

 
(b)
Address of Issuer's Principal Executive Offices

 
1550 Buckeye Drive, Milpitas, CA  95035
 
 

Item 2.

 
(a)
The names of the persons filing this statement are:
 
Insight Capital Research & Management, Inc. ("Insight") (the "Filer")

 
(b)
The principal business office of the Filers is located at:

 
2121 N. California Blvd., Suite 560, Walnut Creek, CA  94596

 
(c)
The citizenship of each Filer is set forth in the cover page.

 
(d)
This statement relates to shares of common stock of the Issuer (the "Stock").

 
(e)
The CUSIP number of the Issuer is:  630077105

 
3

 
CUSIP No. 630077105


Item 3.
If this statement is filed pursuant to rule 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 
(a)
[    ]
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 
(b)
[    ]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 
(c)
[    ]
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 
(d)
[    ]
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 
(e)
[XX]
An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E).

 
(f)
[    ]
An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F).

 
(g)
[    ]
A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G)

 
(h)
[    ]
A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

 
(i)
[    ]
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

 
(j)
[    ]
Group, in accordance with section 240.13d-1(b)(1)(ii)(J).


Item 4.
Ownership.

See Items 5-9 and 11 of the cover page for each Filer.

Item 5.
Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following    [XX].

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.

Insight is an investment adviser whose clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Stock.  No individual client's holdings of the Stock are more than five percent of the outstanding Stock.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

Item 8.
Identification and Classification of Members of the Group.

See Item 2(a) of this Schedule.

Item 9.
Notice of Dissolution of Group

Not applicable.

Item 10.
Certification.

For Insight:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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:           April 28, 2010

INSIGHT CAPITAL RESEARCH & MANAGEMENT, INC.
 
 
By:           James Foran, CCO
 


 
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