Sec Form 4 Filing - COLELLA GERARD G @ MKS INSTRUMENTS INC - 2019-02-15

Insider filing report for Changes in Beneficial Ownership
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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
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
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1. Name and Address of Reporting Person
COLELLA GERARD G
2. Issuer Name and Ticker or Trading Symbol
MKS INSTRUMENTS INC [ MKSI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO, Director
(Last) (First) (Middle)
2 TECH DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
02/15/2019
(Street)
ANDOVER, MA01810
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/15/2019 M 15,653.663 A 15,653.663 D
Common Stock 02/15/2019 M 11,037.583 A 26,691.246 D
Common Stock 02/15/2019 M 8,936 A 35,627.246 D
Common Stock 02/15/2019 M 7,386 A 43,013.246 D
Common Stock 02/15/2019 M 6,885 A 49,898.246 D
Common Stock 02/15/2019 M 5,250 A 55,148.246 D
Common Stock 02/15/2019 F( 2 ) 24,488 D $ 84.7 30,660.246 D
Common Stock 60,000 I By The Gerald G. Colella 2018 Grantor Trust
Common Stock 17,888 I By The Gerald G. Colella Living Trust
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Restricted Stock Unit ( 1 ) 02/15/2019 A 23,612.751 ( 3 ) ( 3 ) Common Stock 23,612.751 ( 1 ) 41,499.899 D
Restricted Stock Unit ( 1 ) 02/15/2019 M 15,653.663 ( 4 ) ( 4 ) Common Stock 15,653.663 ( 1 ) 38,530.52 D
Restricted Stock Unit ( 1 ) 02/15/2019 M 11,037.583 ( 5 ) ( 5 ) Common Stock 11,037.583 ( 1 ) 30,523.148 D
Restricted Stock Unit ( 1 ) 02/15/2019 M 8,936 ( 6 ) ( 6 ) Common Stock 8,936 ( 1 ) 29,594.52 D
Restricted Stock Unit ( 1 ) 02/15/2019 M 7,386 ( 7 ) ( 7 ) Common Stock 7,386 ( 1 ) 23,137.148 D
Restricted Stock Unit ( 1 ) 02/15/2019 M 6,885 ( 8 ) ( 8 ) Common Stock 6,885 ( 1 ) 22,709.52 D
Restricted Stock Unit ( 1 ) 02/15/2019 M 5,250 ( 9 ) ( 9 ) Common Stock 5,250 ( 1 ) 17,887.148 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
COLELLA GERARD G
2 TECH DRIVE
ANDOVER, MA01810
X CEO, Director
Signatures
/s/ M. Kathryn Rickards, attorney-in-fact 02/19/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit represents the contingent right to receive one share of common stock of MKS Instruments, Inc.
( 2 )This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person.
( 3 )These RSUs vest in three equal annual installments commencing on February 15, 2020, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
( 4 )These RSUs are subject to the achievement of performance criteria determined in the first year of grant and thereafter vest in three equal annual installments beginning on February 15, 2017, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
( 5 )These RSUs vest in three equal annual installments commencing on February 15, 2017, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
( 6 )These RSUs are subject to the achievement of performance criteria determined in the first year of grant and thereafter vest in three equal annual installments beginning on February 15, 2018, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
( 7 )These RSUs vest in three equal annual installments commencing on February 15, 2018, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
( 8 )These RSUs are subject to the achievement of performance criteria determined in the first year of grant and thereafter vest in three equal annual installments beginning on February 15, 2019, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
( 9 )These RSUs vest in three equal annual installments commencing on February 15, 2019, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.

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