Statement of Changes in Beneficial Ownership (4)
November 19 2019 - 5:12PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
*
Merk Thomas |
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) EVP & GM, ILS |
(Last)
(First)
(Middle)
5100 PATRICK HENRY DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/15/2019 |
(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 | 11/15/2019 | | M | | 3441 | A | $0.00 | 8041 | D | |
Common Stock | 11/15/2019 | | A | | 963 (1) | A | $0.00 | 9004 | D | |
Common Stock | 11/15/2019 | | F | | 2275 (2) | D | $155.84 | 6729 | D | |
Common Stock | 11/15/2019 | | A | | 2567 (3) | A | $0.00 | 9296 (4) | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Performance Restricted Stock Units | $0.00 | 11/15/2019 | | M | | | 3441 | (5) | 11/15/2019 | Common Stock | 3441 | $0.00 | 1147 | D | |
Performance Restricted Stock Units | $0.00 | 11/15/2019 | | A | | 2096 | | (6) | 11/15/2022 | Common Stock | 2096 | $0.00 | 2096 | D | |
Explanation of Responses: |
(1) | Additional shares acquired pursuant to the achievement of 128% of the performance criteria beyond the target number, as described in footnote (5) on Table II. |
(2) | Represents shares withheld to satisfy minimum tax withholding obligations for released restricted stock units. |
(3) | On November 15, 2019 the Reporting Person was granted 2567 Restricted Stock Units which will vest in three equal installments on each of November 15, 2020, November 15, 2021 and November 15, 2022. |
(4) | Includes 4990 Restricted Stock Units. |
(5) | 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 15, 2019 versus the same 90 trading day period ending November 15, 2016. 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. |
(6) | 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 15, 2022 versus the same 90 trading day period ending November 15, 2019. 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. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Merk Thomas 5100 PATRICK HENRY DRIVE SANTA CLARA, CA 95054 |
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| EVP & GM, ILS |
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Signatures
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/s/ Rhonda Fassbender, pursuant to Power of Attorney | | 11/19/2019 |
**Signature of Reporting Person | Date |
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