ONTO INNOVATION INC. — Director's Dealing 2011

Jul 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NANOMETRICS INC (NANO)
CIK: 0000704532
Period of Report: 2011-07-01

Reporting Person: Crawford Bruce A (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-07-01	Common Stock	M	100000	$8.89	Acquired	140565	Direct
2011-07-01	Common Stock	S	100000	$20.00	Disposed	40565	Direct
2011-07-01	Common Stock	S	7864	$20.00	Disposed	32701	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-07-01	Non-Qualified Stock Option (right to buy)	$8.89	M	100000	Disposed	2013-07-24	Common Stock (100000)	Direct

Footnotes

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

F2: Shares vested and became exercisable in three equal annual installments beginning on July 24, 2007.