Azenta (AZTA) Form 4 Brooks Automation / David C Gray 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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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^*

Gray David C

(Last) (First) (Middle)

15 ELIZABETH DRIVE

(Street)

CHELMSFORD MA 01824

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Brooks Automation, Inc. [ BRKS ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Strategy & New Business

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2021

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
Common Stock	11/17/2021		S		6,239(1)	D	$119.27(2)	89,318	D
Common Stock	11/17/2021		S		1,163(3)	D	$119.27(2)	88,151	D
Common Stock	11/18/2021		S		4,049(4)	D	$118.48(5)	84,106	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. Represents the sale of shares by the reporting person to satisfy the reporting person's obligations with respect to withholding taxes in connection with the vesting on November 15, 2021 of 16,872 performance-based units held by the reporting person and previously reported on Form 4.

2. Represents the weighted average price for shares sold between November 16, 2021 and November 17, 2021 at a range between $114.73 and $121.43. The reporting person will provide to the Securities and Exchange Commission, the issuer and any stockholder, upon request, full information regarding the number of shares purchased or sold at each separate price.

3. Represents the sale of shares by the reporting person to satisfy the reporting person's obligations with respect to withholding taxes in connection with the vesting on November 15, 2021 of 3,274 restricted stock units from three grants held by the reporting person and previously reported on Form 4.

4. The sales reported on this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 17, 2021.

5. Represents the weighted average price for shares sold at a range between $117.08 and $120.00. The reporting person will provide to the Securities and Exchange Commission, the issuer and any stockholder, upon request, full information regarding the number of shares purchased or sold at each separate price.

Remarks:

	/s/ Jason W. Joseph, Attorney-in-fact for David C. Gray	11/19/2021
	** 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.
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