SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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*
Tohme Yazid

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

(Street)
LAKE MARY FL 32746

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/14/2019
3. Issuer Name and Ticker or Trading Symbol
FARO TECHNOLOGIES INC [ FARO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief R&D Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 3,533(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) 03/02/2019 03/02/2023 Common Stock 2,560 33.05 D
Employee Stock Option (right to buy) (2) 03/03/2024 Common Stock 11,612 34.55 D
Employee Stock Option (right to buy) (3) 03/20/2025 Common Stock 7,550 61.3 D
Employee Stock Option (right to buy) (4) 02/27/2025 Common Stock 1,508 59.97 D
Explanation of Responses:
1. Issued as restricted stock units ("RSUs"), which represent the contingent right to receive an equivalent number of shares of common stock. 955 RSUs will vest on 3/2/2019, 1,616 RSUs will vest on 3/3/2020 and 962 RSUs will vest on 3/20/2021.
2. The stock option vests in three equal annual installments beginning March 3, 2018.
3. The stock option vests in three equal annual installments beginning March 20, 2019.
4. On February 27, 2015, the reporting person was granted performance-based stock options to purchase shares of common stock, with the number of stock options earned determined based on the extent to which certain performance conditions for each of fiscal years 2015, 2016 and 2017 were met. As determined on February 11, 2016, the reporting person earned stock options to purchase 466 shares of common stock based on fiscal year 2015 performance. As determined on March 3, 2017, the reporting person earned stock options to purchase 555 shares of common stock based on fiscal year 2016 performance. As determined on March 20, 2018, the reporting person earned stock options to purchase 487 shares of common stock based on fiscal year 2017 performance.
Remarks:
/s/ Jody S. Gale, attorney-in-fact for Yazid Tohme (power of attorney filed herewith) 02/25/2019
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
POWER OF ATTORNEY

For Executing a Form ID and Forms 3, 4, 5 and 144



The undersigned hereby appoints each of Jody Gale and

Robert E. Seidel, Jr., signing singly, as his true

and lawful attorney-in-fact, for such period of time

that the undersigned is required to file reports

pursuant to Section 16(a) of the Securities Exchange Act

of 1934, as amended (the "Exchange Act"), or Rule 144

of the Securities Act of 1933, as amended (the "Securities

Act"), due to his affiliation with FARO Technologies,

Inc., a Florida corporation, unless earlier revoked by

the undersigned in a signed writing delivered to the

foregoing attorneys-in-fact, to:



1 execute for and on behalf of the undersigned a Form ID

application for access codes to file on EDGAR and Forms 3, 4,

5 and 144 and any amendments to previously filed forms in

accordance with Section 16(a) of the Exchange Act or Rule 144

of the Securities Act and the rules thereunder;



2 do and perform any and all acts for and on behalf of the

undersigned which may be necessary or desirable to complete

the execution of any such Form ID and Forms 3, 4, 5 and 144

and the timely filing of such form with the United States

Securities and Exchange Commission and any other authority

as required by law; and



3 take any other action of any type whatsoever in connection

with the foregoing which, in the opinion of such attorney-in-fact,

may be of benefit to, in the best interest of, or legally required

by, the undersigned, it being understood that the documents executed

by such attorney-in-fact on behalf of the undersigned pursuant to this

Power of Attorney shall be in such form and shall contain such terms

and conditions as such attorney-in-fact may approve in his discretion.



The undersigned hereby grants to each such attorney-in-fact full

power and authority to do and perform all and every act and thing

whatsoever requisite, necessary and proper to be done in the exercise

of any of the rights and powers herein granted, as fully to all intents

and purposes as the undersigned could do if personally present, with full

power of substitution or revocation, hereby ratifying and confirming all that

such attorney-in-fact, or his substitute or substitutes, shall lawfully do or

cause to be done by virtue of this Power of Attorney and the rights and

powers herein granted.  The undersigned acknowledges that the foregoing

attorneys-in-fact, in serving in such capacity at the request of the undersigned,

are not assuming any of the undersigned's responsibilities to comply

with Section 16 of the Exchange Act or Rule 144 of the Securities Act.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney

to be executed as of this 15th day of February, 2019.



/s/ Yazid Tohme

Yazid Tohm