Veeco (NASDAQ: VECO) CEO nets performance shares, surrenders stock to cover taxes

Rhea-AI Filing Summary

Veeco Instruments CEO William John Miller reported an equity award vesting and related tax withholding. On March 20, he acquired 140,157 shares of common stock through the vesting of performance-based restricted stock units granted on March 13, 2023, after achievement of three-year performance criteria at the 172.5% level. To cover tax withholding obligations upon vesting, 61,053 shares were surrendered to Veeco at $31.00 per share. After these transactions, Miller directly holds 687,570 shares of Veeco common stock.

Insights

Equity compensation analyst

CEO’s filing shows routine performance share vesting with shares withheld for taxes.

The filing reflects performance-based restricted stock units granted in March 2023 that vested after the company met three-year total shareholder return criteria versus Russell 2000 peers. This resulted in 140,157 Veeco common shares being issued to CEO William John Miller.

To satisfy tax obligations at vesting, 61,053 shares were surrendered back to Veeco Instruments at $31.00 per share, a standard non-market transaction coded as tax withholding. This does not represent an open-market sale and carries limited signaling value about the CEO’s view on the stock.

Following the vesting and withholding, Miller directly holds 687,570 shares of common stock. With no remaining derivative positions shown in this filing, the transaction appears to be a routine compensation event rather than a strategic portfolio shift.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Miller William John

(Last) (First) (Middle)

C/O VEECO INSTRUMENTS INC.

1 TERMINAL DRIVE

(Street)

PLAINVIEW NEW YORK 11803

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
VEECO INSTRUMENTS INC [ VECO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/20/2026		M		140,157(1)	A	$0	748,623	D
Common Stock	03/20/2026		F		61,053(2)	D	$31	687,570	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

Explanation of Responses:

1. On March 13, 2023, the reporting person was granted the contingent right to receive 81,250 performance-based restricted stock units ("PRSUs"). This contingent right was subject to the reporting person's continued service with the Company and the achievement of three-year performance criteria, which was based on the Company's total shareholder return relative to other companies in the Russell 2000 as specified in the award agreement (the "Criteria"). Each PRSU represented the contingent right to receive one share of Veeco common stock. The award, if earned, could range from 50% to 200% of the granted PRSUs based on the achievement of the Criteria. The common stock award reflected in this filing represents achievement at the 172.5% level, which was realized.

2. Represents securities surrendered to Veeco to satisfy tax withholding obligations due upon the vesting of restricted stock.

	/s/ Kirk W. Mackey, Attorney-in-Fact	03/24/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Veeco (VECO) CEO William John Miller report?

Veeco’s CEO reported vesting of performance-based restricted stock units into 140,157 common shares. These shares were earned after meeting three-year total shareholder return criteria versus Russell 2000 peers under an award granted on March 13, 2023.

How many Veeco (VECO) shares did the CEO surrender for taxes in this Form 4?

The CEO surrendered 61,053 Veeco common shares to the company at $31.00 per share. This was to satisfy tax withholding obligations triggered by the vesting of restricted stock, and is classified as a tax-withholding disposition, not an open-market sale.

How many Veeco (VECO) shares does the CEO own after these transactions?

After the vesting and related tax withholding, CEO William John Miller directly holds 687,570 shares of Veeco common stock. This total reflects both the new shares received from performance awards and the shares surrendered back to the company for tax obligations.

What performance criteria triggered the Veeco (VECO) CEO’s PRSU vesting?

The performance-based restricted stock units vested based on three-year total shareholder return versus companies in the Russell 2000. Achievement at the 172.5% level under the award’s formula resulted in the 140,157-share common stock award disclosed in this Form 4 filing.

Does the Veeco (VECO) Form 4 show an open-market stock sale by the CEO?

No. The filing shows shares surrendered to Veeco to cover tax withholding on vested restricted stock. The 61,053-share disposition is coded as tax withholding, meaning it is a non-market transaction rather than a discretionary sale on the open market.