Adept Technology (ADEP) Form 4 ADEPT TECHNOLOGY / BENJAMIN A BURDITT ownership change

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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X

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^*

BURDITT BENJAMIN A

(Last) (First) (Middle)

5960 INGLEWOOD DRIVE

(Street)

PLEASANTON CA 94558

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADEPT TECHNOLOGY INC [ ADEP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/23/2015

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)
			Code	V	Amount	(A) or (D)	Price

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
1 Non-Qualified Stock Option (right to buy)	$3.02	10/23/2015(1)		D			6,000	11/08/2013(2)	11/09/2022	Common Stock	6,000	$13	0	D
1 Non-Qualified Stock Option (right to buy)	$3.7799	10/23/2015(1)		D			10,000	11/09/2011(3)	08/29/2021	Common Stock	10,000	$13	0	D
1 Non-Qualified Stock Option (right to buy)	$8.66	10/23/2015(1)		D			6,000	11/13/2015(2)	11/13/2024	Common Stock	6,000	$13	0	D
1 Non-Qualified Stock Option (right to buy)	$9.15	10/23/2015(1)		D			6,000	11/20/2014(2)	11/20/2023	Common Stock	6,000	$13	0	D

Explanation of Responses:

1. On September 16, 2015, the Issuer entered into an Agreement and Plan of Merger (the ?Merger Agreement?) with OMRON Corporation, a Japanese corporation (?Omron?), Omron Management Center of America, a Delaware corporation (?Parent?) and Hoffman Acquisition Corp. (?Merger Sub?), pursuant to which Merger Sub commenced a tender offer to acquire all shares of the Issuer?s common stock at a price per share of $13.00. On October 23, 2015, Merger Sub accepted all shares of Issuer?s common stock that were tendered and Merger Sub subsequently made a cash payment at a price of $13.00 per share in respect of all of the outstanding shares of the Issuer?s common stock that were tendered, as well as a cash payment in respect of all of the outstanding derivative securities that were cancelled and exchanged in connection with consummation of the merger at a price per share of $13.00 (less any exercise price, if applicable). The reporting person reports disposition of both shares of common stock and der

2. Pursuant to a March 5, 2010 adoption by the Issuer?s Board of Directors, the reporting person received an annual option grant for each year of service as a director, with vesting to occur in full on the date of the annual meeting of stockholders following the meeting at which the director is elected. In connection with the transactions contemplated by the Merger Agreement, all options, whether vested or unvested, were cancelled and exchanged at a price per share equal to $13.00 minus the exercise price of such share

3. On August 29, 2011, pursuant to a March 5, 2010 adoption by the Issuer?s Board of Directors, the reporting person, as a non-employee director, was granted 10,000 options vesting in the amount of 50% of the grant on the first annual meeting of stockholders following his appointment or election as a director and the remaining 50% vesting at the second annual meeting of stockholders of the Issuer following his appointment or election as a director. In connection with the transactions contemplated by the Merger Agreement, all options, whether vested or unvested, were cancelled and exchanged at a price per share equal to $13.00 minus the exercise price of such share.

	Benjamin A. Burditt	10/27/2015
	** Signature of Reporting Person	Date
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