NOVANTA INC — Director's Dealing 2011

Mar 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GSI GROUP INC (GSIG)
CIK: 0001076930
Period of Report: 2011-03-02

Reporting Person: BERSHAD STEPHEN W (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-02	Common Stock	A	128474	—	Acquired	4123482	Direct

Footnotes

F1: On July 23, 2010 (the "Effective Date"), the Final Fourth Modified Joint Chapter 11 Plan of Reorganization for MES International Inc. ("MES"), GSI Group Inc. (the "Company)" and GSI Group Corporation ("GSI and, collectively with MES and the Company, the "Debtors"), as confirmed by the United States Bankruptcy Court for the District of Delaware on May 27, 2010 (the "Plan"), became effective and the Debtors emerged from Chapter 11 protection. In connection with the Plan, (i) all common shares and vested share rights of the Company that were outstanding prior to the Effective Date (collectively, the "Old Common Shares") were cancelled and (ii) new common shares of the Company, as reorganized ("New Common Shares"), were issued to holders of such Old Common Shares under the Final Plan on a one-for-one basis, subject to a 6.165% escrow as contemplated in the Plan. On March 2, 2011, the New Common Shaers subject to the 6.165% escrow were rleased to the Reporting Person.

F2: Reflects the Company's 1 for 3 reverse stock split effecutated on December 29, 2010.