0000909791-17-000042.txt : 20170531 0000909791-17-000042.hdr.sgml : 20170531 20170531182508 ACCESSION NUMBER: 0000909791-17-000042 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170526 FILED AS OF DATE: 20170531 DATE AS OF CHANGE: 20170531 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ULTRATECH INC CENTRAL INDEX KEY: 0000909791 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 943169580 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3050 ZANKER RD CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4083218835 MAIL ADDRESS: STREET 1: 3050 ZANKER RD CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: ULTRATECH STEPPER INC DATE OF NAME CHANGE: 19930727 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLACK RONALD D CENTRAL INDEX KEY: 0001222711 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22248 FILM NUMBER: 17882683 MAIL ADDRESS: STREET 1: 1050 ENTERPRISE WAY, SUITE 700 CITY: SUNNYVALE STATE: CA ZIP: 94089 4 1 edgardoc.xml PRIMARY DOCUMENT X0306 4 2017-05-26 1 0000909791 ULTRATECH INC UTEK 0001222711 BLACK RONALD D 3050 ZANKER ROAD SAN JOSE CA 95134 1 0 0 0 Common Stock 2017-05-26 4 D 0 3750 30.16 D 0 D Disposed of pursuant to the Agreement and Plan of Merger dated February 2, 2017 by and among Ultratech, Inc. ("Ultratech"), Veeco Instruments Inc., a Delaware corporation ("Veeco") and Ulysses Acquisition Subsidiary Corp., a Delaware corporation and a wholly owned subsidiary of Veeco (the "Merger Agreement"), whereby each share of Ultratech common stock outstanding immediately prior to the closing of the transactions contemplated under the Merger Agreement (the "Merger") was converted into the right to receive (i) $21.75 in cash without interest (the "Cash Consideration") and (ii) 0.2675 of a share of Veeco common stock (the "Stock Consideration"). The number of shares includes 3,750 Ultratech restricted stock units that were outstanding and vested at the time of the Merger ("Vested RSUs") and 0 Ultratech restricted stock units that remained outstanding and unvested at the time of the Merger ("Unvested RSUs"). In connection with the Merger, each Vested RSU was cancelled and converted into the right to receive the sum of (a) the Cash Consideration, plus (b) the product of (i) the Stock Consideration multiplied by (ii) the volume weighted average trading price of Veeco's common stock for the five consecutive trading days ending on the trading day immediately preceding the closing date of the Merger ( the "Equity Award Merger Consideration"). In connection with the Merger, each Unvested RSU was assumed by Veeco and converted into the right to receive a number of shares of Veeco common stock (with the number of shares of Veeco common stock determined by dividing the Equity Award Merger Consideration by the volume weighted average trading price of Veeco's common stock for the five consecutive trading days ending on the trading day immediately preceding the closing date of the Merger ). Ronald Douglas Black 2017-05-31