SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Gale Jody Storm

(Last) (First) (Middle)
C/O FARO TECHNOLOGIES, INC.
250 TECHNOLOGY PARK

(Street)
LAKE MARY FL 32746

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FARO TECHNOLOGIES INC [ FARO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP/General Counsel/Secretary
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/31/2018 M 8,500 A $49.6 15,089 D
Common Stock 07/31/2018 S 8,500 D $65.2748(1) 6,589 D
Common Stock 08/01/2018 M 5,097 A $49.6 11,686 D
Common Stock 08/01/2018 M 3,554 A $59.97 15,240 D
Common Stock 08/01/2018 M 5,167 A $34.55 20,407 D
Common Stock 08/01/2018 S 13,818 D $65.0536(2) 6,589 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 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: 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
Employee Stock Option (right to buy) $49.6 07/31/2018 M 8,500 (3) 02/03/2021 Common Stock 8,500 $0 5,097 D
Employee Stock Option (right to buy) $49.6 08/01/2018 M 5,097 (3) 02/03/2021 Common Stock 5,097 $0 0 D
Employee Stock Option (right to buy) $59.97 08/01/2018 M 3,554 (4) 02/27/2022 Common Stock 3,554 $0 2 D
Employee Stock Option (right to buy) $34.55 08/01/2018 M 5,167 (5) 03/03/2024 Common Stock 5,167 $0 10,335 D
Explanation of Responses:
1. Represents the sale of 8,500 shares in multiple transactions ranging in price from $65.00 to $65.55 per share, resulting in a weighted average sale price of $65.2748. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range.
2. Represents the sale of 13,818 shares in multiple transactions ranging in price from $65.00 to $65.30 per share, resulting in a weighted average sale price of $65.0536. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range.
3. These stock options vested in three equal annual installments beginning on February 3, 2015.
4. On February 27, 2015, the reporting person was granted performance-based stock options to purchase 12,803 shares of common stock, with the number of stock options earned to be determined based on the extent to which certain performance conditions for each of fiscal years 2015, 2016 and 2017 were met. As determined on each of February 11, 2016, March 3, 2017 and March 20, 2018, the reporting person earned stock options to purchase 1,066, 1,423 and 1,067 shares of common stock, respectively, based on the Company's fiscal year 2015, 2016 and 2017 performance, which stock options vested as of the respective determination date.
5. 5,167 stock options vested on March 3, 2018, and the remaining 10,335 stock options are scheduled to vest in equal installments on March 3, 2019 and March 3, 2020.
Remarks:
/s/ Jody Storm Gale 08/02/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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