SEC FORM 4

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

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

1. Name and Address of Reporting Person^*

Keck David W

(Last)

(First)

(Middle)

GT ADVANCED TECHNOLOGIES INC.

243 DANIEL WEBSTER HIGHWAY

(Street)

MERRIMACK

03054

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GT Advanced Technologies Inc. [ GTAT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec.VP, Worldwide Sales/Svcs.

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2014

4. 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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $.01	01/15/2014		M		28,571	A	$0	190,115	D
Common Stock, par value $.01	01/15/2014		F		9,528⁽¹⁾	D	$9.16	180,587	D
Common Stock, par value $.01	01/15/2014		M		28,571	A	$0	209,158	D
Common Stock, par value $.01	01/15/2014		F		10,039⁽¹⁾	D	$9.16	199,119	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Rights	⁽²⁾	01/15/2014		M			28,571	⁽³⁾	01/15/2020	Common Stock, par value $.01	28,571	$0	57,144	D
Restricted Stock Unit	⁽⁴⁾	01/15/2014		M			28,571	⁽⁵⁾	⁽⁵⁾	Common Stock, par value $.01	28,571	$0	57,143	D

Explanation of Responses:

1. These shares were withheld to satisfy the reporting person's tax withholding obligations upon the vesting of restricted stock units on January 15, 2014.

2. Each performance restricted stock unit ("PRSU") represents the contingent right to receive one share of common stock of GT Advanced Technologies Inc. The PRSUs are earned based upon the achievement of increases in the Company's stock price as measured by the average closing price of the Company's common stock on the NASDAQ Global Select Market for any twenty consecutive trading day period after the date of grant.

3. One-Third of earned PRSU's may not vest any earlier than the first, second and third anniversaries of the date of grant, respectively.

4. Each restricted stock unit represents the right to receive one share of common stock of GT Advanced Technologies Inc.

5. The restricted stock units vest one-third on each of January 15, 2014, January 15, 2015 and January 15, 2016. Shares of common stock are delivered to the reporting person on vesting.

Remarks:

	/s/Allison G. Pellegrino, under power of attorney	01/17/2014
	** 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).
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