SEMITOOL INC
DEFA14A, 1997-02-28
SPECIAL INDUSTRY MACHINERY, NEC
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                                   DETACH HERE

                                      PROXY

                                 SEMITOOL, INC.
                             655 West Reserve Drive
                               Kalispell, MT 59901

           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
             FOR THE ANNUAL MEETING TO BE HELD ON FEBRUARY 13, 1997

     RAYMON F. THOMPSON and JOHN W. SULLIVAN (the "Proxies"), or either of them,
each with the power of substitution, are hereby authorized to represent and vote
the shares of the undersigned,  with all the powers which the undersigned  would
possess if  personally  present,  at the Annual  Meeting of Semitool,  Inc. (the
"Company"), to be held on February 13, 1997, and any adjournment or postponement
thereof.

     Election of all directors (or if any nominee is not available for election,
such  substitute as the Board of Directors or the proxy holders may  designate).
Director  Nominees:  RAYMON F.  THOMPSON,  HOWARD E. BATEMAN,  RICHARD A. DASEN,
DANIEL J. EIGEMAN AND CALVIN S. ROBINSON (the "Director Nominees").

     BOARD OF DIRECTORS'  RECOMMENDATIONS:  The Board of Directors  recommends a
vote FOR the election of the Director Nominees, FOR approval and ratification of
the Amended and Restated Semitool,  Inc. 1994 Stock Option Plan, as amended, and
FOR  ratification  of appointment  of Coopers & Lybrand L.L.P.  as the Company's
independent auditors for the fiscal year ending September 30, 1997.

     If  you  wish  to  vote  in   accordance   with  the  Board  of  Directors'
recommendations  you need not mark any boxes,  just sign and date on the reverse
side.

               CONTINUED AND TO BE SIGNED ON REVERSE SIDE        [ SEE REVERSE] 
                                                                 [    SIDE    ]


<PAGE>


                                   DETACH HERE


[    X  ]  Please mark votes as in this example.

Shares  represented by this proxy will be voted as directed by the  shareholder.
If no such directions are indicated, the Proxies will have authority to vote FOR
the  election of all Director  Nominees.  In their  discretion,  the Proxies are
authorized  to vote upon such other  business  as may  properly  come before the
Annual Meeting.

1.    Election of Directors (see reverse):

                 FOR         WITHHELD
                [    ]         [     ]

     [    ]
     For all Director Nominees except as noted
     above

2.   To approve and ratify the Amended and Restated  Semitool,  Inc.  1994 Stock
     Option Plan,  as amended,  increasing  the number of shares of Common Stock
     available for issuance  thereunder by 200,000 shares from 900,000 shares to
     1,100,000 shares:

                 FOR         AGAINST        ABSTAIN
                [    ]         [     ]         [    ]

3.   To ratify the  appointment  of Coopers & Lybrand  L.L.P.  as the  Company's
     independent auditors for the fiscal year ending September 30, 1997:

                 FOR         AGAINST        ABSTAIN
                [    ]         [     ]         [    ]

PLEASE MARK,  SIGN,  DATE AND RETURN THIS PROXY CARD PROMPTLY USING THE ENCLOSED
REPLY ENVELOPE.

Please sign exactly as your name appears herein and date where indicated.  Joint
owners  should each sign.  When  signing as attorney,  executor,  administrator,
trustee or guardian, please give full title as such.

Signature:                                            Date:

Signature:                                            Date:

[     ]    MARK HERE FOR ADDRESS CHANGE AND NOTE BELOW



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