SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 1998 VEECO INSTRUMENTS INC. ---------------------- (Exact name of registrant as specified in its charter) Delaware 0-16244 11-2989601 - -------------------------------------------------------------------------------- (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification No.) Terminal Drive, Plainview, New York 11803 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (516)349-8300 ------------- Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. ------------- On February 9, 1998, Veeco Instruments Inc., a Delaware corporation (the "Registrant") entered into an agreement in principle with Digital Instruments, Inc., a California corporation ("Digital"), pursuant to which Digital agreed to merge with and into the Registrant. Reference is made to the Registrant's press release dated February 9, 1998, incorporated herein by reference and included as an exhibit hereto. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------- (c) Exhibits. 99.1 Press Release dated February 9, 1998. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VEECO INSTRUMENTS INC. Date: February 13, 1998 By: /s/ Edward H. Braun ----------------------------------- Edward H. Braun Chairman, Chief Executive Officer and President 3 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 99.1 Press Release dated February 9, 1998. 4