Sec Form 4 Filing - IVERSON KATHLEEN P @ CYBEROPTICS CORP - 2012-12-14

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 IVERSON KATHLEEN P 2. Issuer Name and Ticker or Trading Symbol CYBEROPTICS CORP [ CYBE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President & CEO (Last) (First) (Middle) 5900 GOLDEN HILLS DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 12/14/2012 (Street) GOLDEN VALLEY, MN55416 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 58,241 ( 1 ) D Common Stock 155 I By minor children. ( 2 )

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 Employee Stock Option (Right to Buy) $ 12.95 12/07/2007( 3 ) 12/07/2013 Common Stock 16,500 16,500 D Employee Stock Option (Right to Buy) $ 12.34 12/07/2008( 3 ) 12/07/2014 Common Stock 13,350 13,350 D Employee Stock Option (Right to Buy) $ 4.99 12/05/2009( 3 ) 12/05/2015 Common Stock 46,200 46,200 D Employee Stock Option (Right to Buy) $ 6.2873 09/11/2010( 4 ) 09/11/2016 Common Stock 10,000 10,000 D Employee Stock Option (Right to Buy) $ 8.71 12/10/2011( 4 ) 12/10/2017 Common Stock 16,667 16,667 D Employee Stock Option (Right to Buy) $ 7.3 01/06/2013( 4 ) 01/06/2019 Common Stock 46,667 46,667 D Employee Stock Option (Right to Buy) $ 7.42 12/14/2012 A 33,333 12/14/2013( 4 ) 12/13/2019 Common Stock 33,333 $ 0 33,333 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other IVERSON KATHLEEN P 5900 GOLDEN HILLS DRIVE GOLDEN VALLEY, MN55416 X President & CEO Signatures Kathleen P. Iverson 12/17/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes (a) 1,388 restricted stock units that vest in increments of 694 shares on each of December 10, 2013 and 2014; (b) 7,778 restricted stock units that vest in increments of 1,944 shares on each of January 6, 2012 and 2013 and in increments of 1,945 shares on each of January 6, 2014 and 2015; and (c) 5,556 restricted stock units that vest in increments of 1,389 shares on each of December 14, 2013, 2014, 2015 and 2016. ( 2 )As custodian for minor child under the Uniform Transfers to Minors Act. ( 3 )Fully exercisable. ( 4 )Exercisable with respect to 25% of such shares on such date and with respect to an additional cumulative 25% of such shares on the next three anniversaries of such date.

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