|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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 | ||||||||
| Stock Options (right to buy) | $ 30.54 | 01/30/2015 | A | 21,720 | 01/30/2015 | 05/16/2015 | Common Stock | 21,720 | (8) | 21,720 | D | ||||
| Stock Options (right to buy) | $ 15.23 | 01/30/2015 | A | 10,860 | 01/30/2015 | 10/31/2015 | Common Stock | 10,860 | (9) | 10,860 | D | ||||
| Stock Options (right to buy) | $ 12.34 | 01/30/2015 | A | 10,860 | 01/30/2015 | 05/15/2016 | Common Stock | 10,860 | (10) | 10,860 | D | ||||
| Stock Options (right to buy) | $ 17.6 | 01/30/2015 | A | 16,455 | 01/30/2015 | 10/26/2016 | Common Stock | 16,455 | (11) | 16,455 | D | ||||
| Stock Options (right to buy) | $ 16.35 | 01/30/2015 | A | 11,518 | 01/30/2015 | 05/21/2017 | Common Stock | 11,518 | (12) | 11,518 | D | ||||
| Stock Options (right to buy) | $ 21.24 | 01/30/2015 | A | 11,518 | 01/30/2015 | 11/01/2017 | Common Stock | 11,518 | (13) | 11,518 | D | ||||
| Stock Options (right to buy) | $ 27.47 | 01/30/2015 | A | 6,911 | 01/30/2015 | 05/20/2018 | Common Stock | 6,911 | (14) | 6,911 | D | ||||
| Stock Options (right to buy) | $ 10.82 | 01/30/2015 | A | 6,911 | 01/30/2015 | 11/03/2018 | Common Stock | 6,911 | (15) | 6,911 | D | ||||
| Stock Options (right to buy) | $ 9.21 | 01/30/2015 | A | 8,227 | 01/30/2015 | 06/04/2019 | Common Stock | 8,227 | (16) | 8,277 | D | ||||
| Stock Options (right to buy) | $ 6.08 | 01/30/2015 | A | 8,227 | 01/30/2015 | 11/05/2019 | Common Stock | 8,227 | (17) | 8,277 | D | ||||
| Stock Options (right to buy) | $ 7.14 | 01/30/2015 | A | 4,113 | 01/30/2015 | 06/03/2020 | Common Stock | 4,113 | (18) | 4,113 | D | ||||
| Stock Options (right to buy) | $ 9.94 | 01/30/2015 | A | 5,923 | 01/30/2015 | 11/04/2020 | Common Stock | 5,923 | (19) | 5,923 | D | ||||
| Stock Options (right to buy) | $ 8.2 | 01/31/2015 | A | 30,000 | (20) | 01/31/2025 | Common Stock | 30,000 | $ 0 | 30,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| WANSEM PAUL J VAN DER C/O AMTECH SYSTEMS, INC., 131 SOUTH CLARK DRIVE TEMPE, AZ 85281 |
X | See Remarks | ||
| /s/ Robert T. Hass, attorney in fact | 02/02/2015 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Received in exchange for 1,024,900 shares of BTU International, Inc. ("BTU") common stock in connection with merger (the "Merger") of BTU Merger Sub, Inc. with and into BTU, with BTU surviving as the wholly owned subsidiary of Amtech Systems, Inc. ("Amtech"). On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share. |
| (2) | Received in exchange for 365,000 shares of BTU common stock in connection with the Merger. On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share. |
| (3) | Mr. van der Wansem disclaims beneficial ownership of the shares held by the Partnership except to the extent of his pecuniary interest. |
| (4) | Received in exchange for 115,000 shares of BTU common stock in connection with the Merger. On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share. |
| (5) | Mr. van der Wansem disclaims beneficial ownership in shares held by his wife. |
| (6) | Received in exchange for 90,344 shares of BTU common stock in connection with the Merger. On the effective date of the Merger, the closing price of BTU's common stock was $2.62 per share, and the closing price of Amtech's common stock was $8.20 per share. |
| (7) | Mr. van der Wansem disclaims any beneficial ownership is shares held by the 1981 Van der Wansem Family Trust. |
| (8) | Received in the Merger in exchange for a stock option to acquire 66,000 shares of BTU common stock for $10.05 per share. |
| (9) | Received in the Merger in exchange for a stock option to acquire 33,000 shares of BTU common stock for $5.01 per share. |
| (10) | Received in the Merger in exchange for a stock option to acquire 33,000 shares of BTU common stock for $4.06 per share. |
| (11) | Received in the Merger in exchange for a stock option to acquire 50,000 shares of BTU common stock for $5.79 per share. |
| (12) | Received in the Merger in exchange for a stock option to acquire 35,000 shares of BTU common stock for $5.38 per share. |
| (13) | Received in the Merger in exchange for a stock option to acquire 35,000 shares of BTU common stock for $6.99 per share. |
| (14) | Received in the Merger in exchange for a stock option to acquire 21,000 shares of BTU common stock for $9.04 per share. |
| (15) | Received in the Merger in exchange for a stock option to acquire 21,000 shares of BTU common stock for $3.56 per share. |
| (16) | Received in the Merger in exchange for a stock option to acquire 25,000 shares of BTU common stock for $3.03 per share. |
| (17) | Received in the Merger in exchange for a stock option to acquire 25,000 shares of BTU common stock for $2.00 per share. |
| (18) | Received in the Merger in exchange for a stock option to acquire 12,500 shares of BTU common stock for $2.35 per share. |
| (19) | Received in the Merger in exchange for a stock option to acquire 18,000 shares of BTU common stock for $3.27 per share. |
| (20) | The options vests in three equal annual installments on each of the first three anniversaries of the grant date, beginning on January 31, 2016. |
| Remarks: Member of Management Executive Committee | |