Statement of Changes in Beneficial Ownership (4)
November 15 2018 - 5:13PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Palatnik Kevin S.
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2. Issuer Name
and
Ticker or Trading Symbol
COHERENT INC
[
COHR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Financial Officer
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(Last)
(First)
(Middle)
5100 PATRICK HENRY DR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/13/2018
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(Street)
SANTA CLARA, CA 95054
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/13/2018
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M
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7870
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A
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$0.00
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18896
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D
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Common Stock
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11/13/2018
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A
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7870
(2)
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A
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$0.00
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26766
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D
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Common Stock
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11/13/2018
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F
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7804
(1)
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D
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$123.26
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18962
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D
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Common Stock
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11/13/2018
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A
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5271
(3)
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A
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$0.00
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24233
(4)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Performance Restricted Stock Units
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$0.00
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11/13/2018
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M
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7870
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(5)
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11/13/2018
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Common Stock
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7870
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$0.00
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13755
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D
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Performance Restricted Stock Units
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$0.00
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11/13/2018
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A
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5092
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(6)
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11/13/2021
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Comon Stock
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5092
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$0.00
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5092
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D
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Explanation of Responses:
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(1)
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Represents shares withheld to satisfy minimum tax withholding obligations for released restricted stock units.
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(2)
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Additional shares acquired pursuant to the maximum achievement of the performance criteria beyond the target number, as described in footnote (5) on Table II.
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(3)
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On November 13, 2018 the Reporting Person was granted 5,271 Restricted Stock Units which will vest in three equal installments on each of November 13, 2019, November 13, 2020 and November 13, 2021.
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(4)
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Includes 7,269 Restricted Stock Units.
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(5)
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This Performance Restricted Stock Unit award vested on the three year anniversary of the grant based on the relative performance of the underlying stock versus the Russell 2000 Index for the 90 trading days on and prior to November 13, 2018 versus the same 90 trading day period ending November 13, 2015. The number of shares in the table reflects the target number of achieved RSUs. The actual range of RSUs was 0-200% of the target number, depending upon the achievement results at the measurement date.
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(6)
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This Performance Restricted Stock Unit award vests after the three year anniversary of the grant based on the relative performance of the underlying stock versus the Russell 1000 Index for the 90 trading days on and prior to November 13, 2021 versus the same 90 trading day period ending November 13, 2018. The number of shares in the table reflects the number of RSUs at target. The actual range of RSUs is 0-200% of the target number, depending upon what achievement, if any, results at the measurement date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Palatnik Kevin S.
5100 PATRICK HENRY DR
SANTA CLARA, CA 95054
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Chief Financial Officer
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Signatures
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/s/ Rhonda Fassbender, pursuant to Power of Attorney
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11/15/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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