VEECO INSTRUMENTS INC — Director's Dealing 2014

Jun 13, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VEECO INSTRUMENTS INC (VECO)
CIK: 0000103145
Period of Report: 2014-06-11

Reporting Person: Miller William John (EVP Process Equipment)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-11	Common Stock	F	1204	$33.02	Disposed	52718	Direct
2014-06-12	Common Stock	A	3350	—	Acquired	56068	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-06-12	Stock Option (right to purchase)	$32.67	A	12410	Acquired	2021-06-11	common stock (12410)	Direct
2014-06-12	Restricted Stock Unit	$0	A	8370	Acquired		common stock (8370)	Direct

Footnotes

F1: Represents securities surrendered to Veeco to satisfy tax withholding obligations due upon the vesting of restricted stock.

F2: These shares were acquired pursuant to a restricted stock award under the Veeco Instruments Inc. 2010 Stock Incentive Plan and are subject to certain restrictions. These restrictions will lapse with respect to 1/3 of such shares on each of the second, third and fourth anniversaries of the date of grant.

F3: The option will become exercisable with respect to 1/3 of such shares on each of the first, second and third anniversaries of the date of grant.

F4: Reflects an award of restricted stock units granted under the Veeco Instruments Inc. 2010 Stock Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of Veeco common stock. This award will vest if and when certain performance criteria is achieved. If the performance criteria is met, vested shares will be delivered to the reporting person on the date provided in the performance criteria.