VEECO INSTRUMENTS INC — Director's Dealing 2015

Jun 16, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VEECO INSTRUMENTS INC (VECO)
CIK: 0000103145
Period of Report: 2015-06-12

Reporting Person: PEELER JOHN R (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-12	Common Stock	A	15640	—	Acquired	156895	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-06-12	Restricted Stock Unit	$0	A	26620	Acquired		common stock (26620)	Direct

Footnotes

F1: 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.

F2: Reflects performance-based restricted stock units (RSUs) granted under the Veeco 2010 Stock Incentive Plan. Each RSU represents a contingent right to receive one share of Veeco common stock, assuming achievement of the performance criteria by the date corresponding to 100% performance achievement (the "target date"), as specified in the award agreement. If the criteria is achieved prior to the target date, then up to 150% of the shares covered by the award may be earned. If the criteria is achieved after the target date, but still within the designated period, then fewer than 100% of the shares may be earned. If the criteria is not achieved by the specified deadline, then the award will be forfeited. Assuming the criteria has been met, vested shares will be delivered to the reporting person on the date(s) provided in the award agreement, subject to the reporting person's continued service over a four-year period from the grant date.