-----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, Vz7D3B5nyNcFiwC8MLdGwSAduWMAXPXftkcBuXPxbIDqi841VonL+pjzzWShS59G QbTLa7rJzt4057wXJzAjmA== 0000726514-03-000036.txt : 20031104 0000726514-03-000036.hdr.sgml : 20031104 20031103220029 ACCESSION NUMBER: 0000726514-03-000036 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031030 FILED AS OF DATE: 20031103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BOLENDER DAVID F CENTRAL INDEX KEY: 0001199725 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-12853 FILM NUMBER: 03974398 BUSINESS ADDRESS: STREET 1: 13900 NW SCIENCE PARK DR. CITY: PORTLAND STATE: OR ZIP: 97229 MAIL ADDRESS: STREET 1: 13900 NW SCIENCE PARK DRIVE CITY: PORTLAND STATE: OR ZIP: 97229 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRO SCIENTIFIC INDUSTRIES INC CENTRAL INDEX KEY: 0000726514 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 930370304 STATE OF INCORPORATION: OR FISCAL YEAR END: 0531 BUSINESS ADDRESS: STREET 1: 13900 NW SCIENCE PARK DR CITY: PORTLAND STATE: OR ZIP: 97229 BUSINESS PHONE: 5036414141 MAIL ADDRESS: STREET 1: 13900 NW SCIENCE PARK DRIVE CITY: PORTLAND STATE: OR ZIP: 97229-5497 4 1 edgardoc.xml PRIMARY DOCUMENT X0201 4 2003-10-30 0 0000726514 ELECTRO SCIENTIFIC INDUSTRIES INC ESIO 0001199725 BOLENDER DAVID F 13900 NW SCIENCE PARK DR. PORTLAND OR 97229 1 0 0 0 Common Stock 43081 D Common Stock 26100 I by Spouse Non-Qualified Stock Option (right to buy) 8.25 2003-10-30 4 D 0 1500 D 2006-07-31 Common Stock 1500 0 D Non-Qualified Stock Option (right to buy) 8.25 2003-10-30 4 A 0 1500 A 2006-07-31 Common Stock 1500 1500 D Non-Qualified Stock Option (right to buy) 12.125 2003-10-30 4 D 0 4500 D 2008-07-31 Common Stock 4500 0 D Non-Qualified Stock Option (right to buy) 12.125 2003-10-30 4 A 0 4500 A 2008-07-31 Common Stock 4500 4500 D Non-Qualified Stock Option (right to buy) 19.0625 2003-10-30 4 D 0 6000 D 2009-07-31 Common Stock 6000 0 D Non-Qualified Stock Option (right to buy) 19.0625 2003-10-30 4 A 0 6000 A 2009-07-31 Common Stock 6000 6000 D Non-Qualified Stock Option (right to buy) 25 2003-10-30 4 D 0 3000 D 2007-07-31 Common Stock 3000 0 D Non-Qualified Stock Option (right to buy) 25 2003-10-30 4 A 0 3000 A 2007-07-31 Common Stock 3000 3000 D Non-Qualified Stock Option (right to buy) 32.15 2003-10-30 4 D 0 6000 D 2011-07-30 Common Stock 6000 0 D Non-Qualified Stock Option (right to buy) 32.15 2003-10-30 4 A 0 6000 A 2011-07-30 Common Stock 6000 6000 D Non-Qualified Stock Option (right to buy) 45.438 2003-10-30 4 D 0 6000 D 2010-07-30 Common Stock 6000 0 D Non-Qualified Stock Option (right to buy) 45.438 2003-10-30 4 A 0 6000 A 2010-07-30 Common Stock 6000 6000 D Incentive Stock Option (right to buy) 16.35 2002-01-16 2012-09-17 Common Stock 6116 6116 D Non-Qualified Stock Option (right to buy) 16.35 2002-01-16 2012-09-17 Common Stock 43884 43884 D Shares held by spouse include 100 shares purchased in custodial account for minor daughter. The reporting person disclaims beneficial ownership of all securities held indirectly, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. Amendment of an outstanding option with respect to the period of exercise after ceasing to be a director, resulting in deemed cancellation of option and grant of replacement option. If optionee ceases to be a director in accordance with the retirement policy of the board of directors, the option may be exercised at any time prior to the expiration date of the option or the expiration of 5 years after the last day the optionee served as director, whichever is the shorter period. No value was received upon amendment. Options become exercisable for 25% of the shares on the first four anniversaries of the grant date. No purchase price is paid upon grant of option. Option was originally granted on 7/31/96 and provides for vesting in 4 annual installments (25% annually) commencing on 7/31/97. Option was originally granted on 7/31/98 and provides for vesting in 4 annual installments (25% annually) commencing on 7/31/99. Option was originally granted on 7/31/99 and provides for vesting in 4 annual installments (25% annually) commencing on 7/31/00. Option was originally granted on 7/31/97 and provides for vesting in 4 annual installments (25% annually) commencing on 7/31/98. Option was originally granted on 7/31/01 and provides for vesting in 4 annual installments (25% annually) commencing on 7/31/02. Option was originally granted on 7/31/00 and provides for vesting in 4 annual installments (25% annually) commencing on 7/31/01. Options become exercisable for 100% of the shares on the earlier of: (1) January 16, 2003; (2) termination as Acting President and CEO; (3) Change of control of ESI as defined in 2000 Stock Option Incentive Plan. By: Attorney-in-fact: J. Michael Dodson For: David F. Bolender 2003-10-30 EX-24 3 bolenderpoa.txt EDGAR SUPPORTING DOCUMENT EXHIBIT 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Barry L. Harmon, J. Michael Dodson, and Kim Moore signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Electro Scientific Industries, Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder. (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. 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. 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 holding 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 5th day of August, 2003. /s/ David F. Bolender -----END PRIVACY-ENHANCED MESSAGE-----