ONTO INNOVATION INC. - Director's Dealing 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NANOMETRICS INC (NANO)
CIK: 0000704532
Period of Report: 2011-01-14

Reporting Person: Crawford Bruce A (Chief Operating Officer)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-14	Common Stock	M	2065	$7.27	Acquired	66064	Direct
2011-01-14	Common Stock	M	3098	$7.27	Acquired	69162	Direct
2011-01-14	Common Stock	S	5163	$15.00	Disposed	63999	Direct
2011-01-14	Common Stock	S	5000	$17.00	Disposed	58999	Direct
2011-01-14	Common Stock	S	5000	$17.00	Disposed	53999	Direct
2011-01-14	Common Stock	S	3434	$17.00	Disposed	50565	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-01-14	Non-Qualified Stock Option (right to buy)	$7.27	M	2065	Disposed	2012-12-12	Common Stock (2065)	Direct
2011-01-14	Non-Qualified Stock Option (right to buy)	$7.27	M	3098	Disposed	2013-05-07	Common Stock (3098)	Direct

F1: The sales reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the reporting person on August 30, 2010.

F2: The shares vested at a rate of one forty-eighth per month until fully vested on December 13, 2006.

F3: The shares vested at a rate of one forty-eighth per month until fully vested on May 8, 2007.