Filing Details

Accession Number:
0000899243-19-026350
Form Type:
4
Zero Holdings:
No
Publication Time:
2019-10-30 16:28:28
Reporting Period:
2019-08-02
Accepted Time:
2019-10-30 16:28:28
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1094392 Rudolph Technologies Inc RTEC Industrial Instruments For Measurement, Display, And Control (3823) 223531208
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1631609 Hoy Chun Chan C/O Rudolph Technologies Inc.
16 Jonspin Road
Wilmington MA 01887
No No No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2019-08-02 964 $26.00 25,266 No 4 S Direct
Common Stock Disposition 2019-08-02 10 $26.02 25,256 No 4 S Direct
Common Stock Disposition 2019-08-02 10 $26.10 25,246 No 4 S Direct
Common Stock Disposition 2019-08-02 16 $26.23 25,230 No 4 S Direct
Common Stock Acquisiton 2019-10-25 5,035 $0.00 30,265 No 4 A Direct
Common Stock Disposition 2019-10-25 5,035 $0.00 25,230 No 4 D Direct
Common Stock Disposition 2019-10-25 25,230 $0.00 0 No 4 D Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 A Direct
No 4 D Direct
No 4 D Direct
Footnotes
  1. On October 25, 2019, pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), Rudolph Technologies, Inc. ("Rudolph") and Nanometrics Incorporated ("Nanometrics") effected an all-stock merger of equals to combine their respective businesses in which a wholly-owned subsidiary of Nanometrics merged with and into Rudolph, with Rudolph surviving as a wholly-owned subsidiary of Nanometrics (the "Merger"). Pursuant to the Merger Agreement, upon completion of the Merger, Nanometrics changed its name to "Onto Innovation Inc." and each issued and outstanding share of Rudolph common stock was converted into the right to receive 0.8042 shares of Onto Innovation Inc. (formerly Nanometrics) ("Onto") common stock (the "Exchange Ratio").
  2. Pursuant to the Merger Agreement, upon completion of the Merger, each outstanding and unvested restricted stock unit award and performance stock unit award held by the Reporting Person was assumed by Onto and converted into a restricted stock unit or a performance stock unit, as applicable, corresponding to shares of Onto common stock, subject to the Exchange Ratio.
  3. Pursuant to the Merger Agreement, upon completion of the Merger, each outstanding and vested restricted stock unit award and performance stock unit award held by the Reporting Person, including any performance stock unit award that was treated as vested as of the effective time of the Merger (the "Effective Time") based on the target performance under such award, was issued as of immediately prior to the Effective Time and was treated as a share of Rudolph common stock issued and outstanding immediately prior to the Effective Time and was therefore converted into the right to receive Onto common stock, subject to the Exchange Ratio.
  4. This sale of shares of common stock on August 2, 2019 was inadvertently not reported following the date of sale.