COHERENT CORP. — Director's Dealing 2012

Feb 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: II-VI INC (IIVI)
CIK: 0000820318
Period of Report: 2012-02-01

Reporting Person: MARTINELLI JAMES (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-01	Common Stock	M	16000	$3.225	Acquired	139010	Direct
2012-02-01	Common Stock	S	16000	$23.5642	Disposed	123010	Direct
2012-02-02	Common Stock	M	8000	$3.225	Acquired	131010	Direct
2012-02-02	Common Stock	S	8000	$23.5553	Disposed	123010	Direct
2012-02-03	Common Stock	S	40272	$23.4613	Disposed	82738	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-01	Option (Right to buy)	$3.225	M	16000	Disposed	2012-08-09	Common Stock (16000)	Direct
2012-02-02	Option (Right to buy)	$3.225	M	8000	Disposed	2012-08-09	Common Stock (8000)	Direct

Footnotes

F1: Represents the weighted average of multiple sales transactions ranging in price from $23.53 to $23.60. The reporting person agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or a security holder of the Company.

F2: Represents the weighted average of multiple sales transactions ranging in price from $23.5332 to $23.5901. The reporting person agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or a security holder of the Company.

F3: The option vested in five equal annual installments beginning on 8/9/2003.