-----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, DTYfQGubYERVJ0dcX35o6pFoCDYFCH644ujICu7w6trcByi6OZlAPXPK4Yy636Ta fLMnh5+nE/qX6x9AOA6Jjg== 0001181431-06-043574.txt : 20060725 0001181431-06-043574.hdr.sgml : 20060725 20060725204602 ACCESSION NUMBER: 0001181431-06-043574 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060721 FILED AS OF DATE: 20060725 DATE AS OF CHANGE: 20060725 ISSUER: 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: CA FISCAL YEAR END: 1231 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mundhe Rajeev CENTRAL INDEX KEY: 0001369807 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13470 FILM NUMBER: 06980232 BUSINESS ADDRESS: BUSINESS PHONE: 408-435-9600 MAIL ADDRESS: STREET 1: C/O NANOMETRICS INCORPORATED STREET 2: 1550 BUCKEYE DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 4 1 rrd125206.xml FORM 4 X0202 4 2006-07-21 0 0000704532 NANOMETRICS INC NANO 0001369807 Mundhe Rajeev 1550 BUCKEYE DRIVE MILPITAS CA 95035 0 1 0 0 Senior Vice President Sales Common Stock 2006-07-21 4 A 0 8545 A 8545 D Employee Stock Option (right to buy) 7.27 2006-07-21 4 A 0 172 A 2012-10-16 Common Stock 172 172 D Employee Stock Option (right to buy) 7.27 2006-07-21 4 A 0 2065 A 2013-07-15 Common Stock 2065 2065 D Non-Qualified Stock Option (right to buy) 15.98 2006-07-21 4 A 0 5164 A 2016-01-25 Common Stock 5164 5164 D Shares received in exchange for shares of Series A Preferred Stock and Common Stock of Accent Optical Technologies, Inc., a privately held corporation ("Accent"), held by the Reporting Person in connection with the merger of Alloy Merger Corporation, a wholly owned subsidiary of Nanometrics Incorporated ("Nanometrics"), with and into Accent. Accent will continue as the surviving corporation as a wholly owned subsidiary of Nanometrics. Stockholders of Accent, including the Reporting Person, received their pro rata share of approximately 4,900,000 shares of Nanometrics common stock. On July 21, 2006, the effective date of the merger, the closing price of Nanometrics common stock was $8.80 per share. The option was originally granted under the Accent Optical Technologies, Inc. Stock Incentive Plan (the "Accent Plan") and was assumed by Nanometrics in the merger and replaced with an option to purchase 172 shares of Nanometrics common stock at $7.27 per share. At the effective time of the merger, shares vest at a rate of one forty-eighth per month until fully vested on October 17, 2006. Not applicable. The option was originally granted under the Accent Plan and was assumed by Nanometrics in the merger and replaced with an option to purchase 2,065 shares of Nanometrics common stock at $7.27 per share. At the effective time of the merger, shares vest at a rate of one forty-eighth per month until fully vested on July 16, 2007. The option was originally granted under the Accent Plan and was assumed by Nanometrics in the merger and replaced with an option to purchase 5,164 shares of Nanometrics common stock at $15.98 per share. Shares vest and become exercisable in three equal annual installments beginning on January 25, 2007. /s/ Rajeev Mundhe 2006-07-25 -----END PRIVACY-ENHANCED MESSAGE-----