SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
OVERHAGE CRAIG L

(Last) (First) (Middle)
PO BOX 500
14200 SW KARL BRAUN DRIVE

(Street)
BEAVERTON OR 97077-0001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TEKTRONIX INC [ TEK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President
3. Date of Earliest Transaction (Month/Day/Year)
04/02/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/02/2004 M 7,500 A $20.0625 22,290 D
Common Stock 04/02/2004 S 400 D $33.596 21,890 D
Common Stock 04/02/2004 S 7,100 D $33.581 14,790 D
Common Stock 04/02/2004 M 12,500 A $17.51 27,290 D
Common Stock 04/02/2004 S 12,500 D $33.581 14,790 D
Common Stock 04/01/2004 J(1) V 54 A (1) 11,325 I 401(k) Plan
Common Stock 1,880 I 401(k) By Wife
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option(2) $20.0625 04/02/2004 M 7,500 01/20/2002(2) 01/20/2010 Common Stock 7,500 (2) 23,500 D
Non-Qualified Stock Option $17.12 09/20/2003 09/20/2011 Common Stock 5,000 5,000 D
Non-Qualified Stock Option $37.5 01/18/2003 01/18/2011 Common Stock 25,000 25,000 D
Non-Qualified Stock Option $27.37 05/17/2003 05/17/2011 Common Stock 10,000 10,000 D
Non-Qualified Stock Option $24.48 02/01/2003 02/01/2012 Common Stock 33,000 33,000 D
Non-Qualified Stock Option(3) $17.51 04/02/2004 M 12,500 01/22/2004(3) 01/22/2013 Common Stock 12,500 (3) 37,500 D
Non-Qualified Stock Option $31.55 01/20/2005 01/20/2014 Common Stock 28,000 28,000 D
Explanation of Responses:
1. Acquired on periodic basis through contributions by Tektronix to the Tektronix 401(k) Plan (exempt from 16(b)), at prices ranging from $7.49 to $43.00 per share. This information reported here is based on the April 1, 2004 Plan statement. In addition to the basic 401(k) holdings, column t includes the equivalent number of shares, at the market price as of the Plan statement date, to reflect the Repoirting Person's allocated balance of the Tek Stock Fund, a separate fund within the 401(k) Plan.
2. Employee stock option granted 1/20/00 and is fully vested.
3. Employee stock option granted 1/22/03 and is exercisable for 25% of shares on each of the first four anniversaries of the option date.
Remarks:
H. Paul Montgomery, Attorney-in-fact, for Craig L. Overhage 04/06/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.