SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Tohme Yazid

(Last)

(First)

(Middle)

C/O FARO TECHNOLOGIES, INC.

250 TECHNOLOGY PARK

(Street)

LAKE MARY

32746

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/14/2019

3. Issuer Name and Ticker or Trading Symbol
FARO TECHNOLOGIES INC [ FARO ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief R&D Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,533⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	03/02/2019	03/02/2023	Common Stock	2,560	$33.05	D
Employee Stock Option (right to buy)	⁽²⁾	03/03/2024	Common Stock	11,612	$34.55	D
Employee Stock Option (right to buy)	⁽³⁾	03/20/2025	Common Stock	7,550	$61.3	D
Employee Stock Option (right to buy)	⁽⁴⁾	02/27/2025	Common Stock	1,508	$59.97	D

Explanation of Responses:

1. Issued as restricted stock units ("RSUs"), which represent the contingent right to receive an equivalent number of shares of common stock. 955 RSUs will vest on 3/2/2019, 1,616 RSUs will vest on 3/3/2020 and 962 RSUs will vest on 3/20/2021.

2. The stock option vests in three equal annual installments beginning March 3, 2018.

3. The stock option vests in three equal annual installments beginning March 20, 2019.

4. On February 27, 2015, the reporting person was granted performance-based stock options to purchase shares of common stock, with the number of stock options earned determined based on the extent to which certain performance conditions for each of fiscal years 2015, 2016 and 2017 were met. As determined on February 11, 2016, the reporting person earned stock options to purchase 466 shares of common stock based on fiscal year 2015 performance. As determined on March 3, 2017, the reporting person earned stock options to purchase 555 shares of common stock based on fiscal year 2016 performance. As determined on March 20, 2018, the reporting person earned stock options to purchase 487 shares of common stock based on fiscal year 2017 performance.

Remarks:

	/s/ Jody S. Gale, attorney-in-fact for Yazid Tohme (power of attorney filed herewith)	02/25/2019
	** 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 5 (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.