VEECO INSTRUMENTS INC — Director's Dealing 2019

Feb 8, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VEECO INSTRUMENTS INC (VECO)
CIK: 0000103145
Period of Report: 2019-02-06

Reporting Person: PEELER JOHN R (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-15	Common Stock	G	10500	—	Disposed	381950.7229	Direct
2019-02-06	Common Stock	M	2562	—	Acquired	384512.7229	Direct
2019-02-06	Common Stock	F	1374	$10.45	Disposed	383138.7229	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-06	Performance Based Restricted Stock Units	$0	M	6272	Disposed		Common Stock (6272)	Direct

Footnotes

F1: Represents transfers to irrevocable trusts for the benefit of the reporting person's family members. The reporting person disclaims beneficial ownership of these shares.

F2: Represents the issuance of shares upon the vesting of performance-based restricted stock units (PRSUs) granted on June 12, 2014 under Veeco's 2010 Stock Incentive Plan.

F3: Represents securities surrendered to Veeco to satisfy tax withholding obligations due upon the vesting of restricted stock.

F4: Represents the vesting and forfeiture of certain PRSUs granted on June 12, 2014, based on partial achievement of performance criteria and other terms specified in the award agreement. Subject to the executive's continued employment, an additional 2,563 PRSUs will vest on February 6, 2020. 3,710 of the PRSUs granted on June 12, 2014 were deemed to have not been earned and were forfeited in accordance with the terms of the award. The performance period for this component of the award ended December 31, 2018.