X0306 4 2018-02-22 0 0000704532 NANOMETRICS INC NANO 0001410399 Stultz Timothy J C/O NANOMETRICS, INC. 1550 BUCKEYE DRIVE MILPITAS CA 95035 1 0 0 0 Common Stock 2018-02-22 4 M 0 22500 0.00 A 342087 D Common Stock 2018-02-23 4 M 0 20000 0.00 A 362087 D Performance Stock Units 2018-02-22 4 M 0 22500 0.00 D 2029-02-22 Common Stock 22500 22500 D Performance Stock Unit 2018-02-23 4 M 0 20000 0.00 D 2018-02-24 Common Stock 20000 10667 D Shares are represented by performance stock units, each of which represents a contingent right to receive one share of NANO common stock. Of these performance stock units, performance stock units covering 22,500 shares converted into restricted stock units to acquire 15,000 shares, which will vest as set forth in note (1) above, and are reflected on Table I. The remaining performance stock units covering 22,500 shares will vest on February 22, 2018, provided that certain price performance targets are met. 2/3rds will vest if target price performance is met, and 100% will vest if maximum price performance is met. Shares are represented by performance stock units. Each performance stock unit represents a contingent right to receive one share of NANO common stock. The performance stock units vest on an annual basis, in equal 1/3rd target increments, over a three-year period, provided that certain price performance targets are met. 2/3rds will vest for each increment if target price performance is met for that increment and 100% will vest if maximum price performance is met for that increment. Shares are represented by restricted stock units. Each restricted stock unit represents a contingent right to receive one share of NANO common stock. The restricted stock units vest on an annual basis, in equal 1/3rd increments, over a three-year period from the award date. /s/ Janet Taylor, Attorney-in-Fact 2018-02-26