NOVANTA INC — Director's Dealing 2012

Apr 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GSI GROUP INC (GSIG)
CIK: 0001076930
Period of Report: 2012-04-02

Reporting Person: CLARKE DAVID (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-02	Common Stock	M	3333	—	Acquired	3333	Direct
2012-04-02	Common Stock	S	891	$12.177	Disposed	2442	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-02	Restricted Stock Unit	$	M	3333	Disposed		Common (3333)	Direct

Footnotes

F1: The sale to pay withholding taxes reported in this Form 4 was effectuated pursuant to a Rule 10b5-1 Trading Instruction adopted by the reporting person on November 28, 2011.

F2: Each Restricted Stock Unit represents the right to receive one GSI Group Inc. common share upon vesting of such Restricted Stock Unit.

F3: The Restricted Stock Units reported on this Form 4 vested on April 2, 2012.