Sec Form 4 Filing - Bintz William J @ AXCELIS TECHNOLOGIES INC - 2017-05-09

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 Bintz William J 2. Issuer Name and Ticker or Trading Symbol AXCELIS TECHNOLOGIES INC [ ACLS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, Product Development (Last) (First) (Middle) 108 CHERRY HILL DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 05/09/2017 (Street) BEVERLY, MA01915 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 05/09/2017 M 35,250 A $ 6.4 78,417 ( 1 ) D Common Stock 05/09/2017 M 25,992 A $ 6.4 104,409 D Common Stock 05/09/2017 M 2,331 A $ 7.2 106,740 D Common Stock 05/09/2017 S 63,573 D $ 21.07 ( 2 ) 43,167 ( 1 ) D Common Stock 05/10/2017 M 22,669 A $ 7.2 65,836 D Common Stock 05/10/2017 S 22,669 D $ 21 43,167 ( 1 ) 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 (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 Stock Option (right to buy) $ 6.4 05/09/2017 M 35,250 07/15/2014 07/15/2020 Common Stock 35,250 $ 0 0 D Stock option (right to buy) $ 6.4 05/09/2017 M 25,992 07/15/2015 07/15/2021 Common Stock 25,992 $ 0 0 D Stock option (right to buy) $ 7.2 05/09/2017 M 2,331 07/15/2016 07/15/2021 Common Stock 2,331 $ 0 47,669 ( 3 ) D Stock option (right to buy) $ 7.2 05/10/2017 M 22,669 07/15/2016 07/15/2021 Common Stock 22,669 $ 0 25,000 ( 4 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Bintz William J 108 CHERRY HILL DRIVE BEVERLY, MA01915 EVP, Product Development Signatures Lynnette C. Fallon, as attorney in fact for William Bintz 05/11/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Of the shares held as of May 9 and May 10, 2017, 20,455 were issuable on vesting of restricted stock units granted under the 2012 Equity Incentive Plan and are subject to forefeiture. ( 2 )The price reported in Column 4 is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $21.00 to $21.65, inclusive. The reporting person undertakes to provide to Axcelis Technologies, Inc., any security holder of Axcelis Technologies, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price. ( 3 )50,000 options were granted on July 15, 2014 and were vested as to 50% of the options as of May 9, 2017. Of the remaining 47,669 options held by the executive after the sales on that date,22,669 were vested, and 12,500 will vest on each of July 15, 2017 and July 15, 2018, if the officer remains in the service of the Company on such vesting dates. ( 4 )50,000 options were granted on July 15, 2014 and were vested as to 50% of the options as of May 10, 2017. Of the remaining 25,000 options held by the executive after the sales on that date, 12,500 will vest on each of July 15, 2017 and July 15, 2018, if the officer remains in the service of the Company on such vesting dates.

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).

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