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ONTO INNOVATION INC. Director's Dealing 2016

May 5, 2016

30874_dirs_2016-05-04_5ef541ea-da24-4045-9d3a-46308cbdd9c2.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NANOMETRICS INC (NANO)
CIK: 0000704532
Period of Report: 2016-05-02

Reporting Person: Rhine Bruce C (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-05-02 Common Stock M 7850 $8.89 Acquired 814686 Direct
2016-05-02 Common Stock M 5164 $8.89 Acquired 819850 Direct
2016-05-02 Common Stock S 13014 $17.85 Disposed 806836 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-05-02 Non-Qualified Stock Option (right to buy) $8.89 M 7850 Disposed 2016-07-24 Common Stock (7850) Direct
2016-05-02 Non-Qualified Stock Option (right to buy) $8.89 M 5164 Disposed 2016-07-24 Common Stock (5164) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1428 Indirect

Footnotes

F1: Transaction pursuant to Rule 10b5-1 Plan adopted February 17, 2015.

F2: The price in Column 4 is a weighted average sale price. The prices actually received ranged from $17.70 to $18.10. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F3: Fully vested.

F4: The acquisition of the reported option was reported in a Form 4 filed on July 26, 2006 which mistakenly reported the expiration date as July 24, 2013.