| 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/21/2006 |
3. Issuer Name and Ticker or Trading Symbol
PHOTRONICS INC [ PLAB ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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 | 110,400(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Options (Right to Buy) | (2) | 12/09/2012 | Common Stock | 10,002 | 12.93 | D | |
| Stock Options (Right to Buy) | (3) | 02/17/2014 | Common Stock | 15,000 | 19.58 | D | |
| Stock Options (Right to Buy) | (4) | 01/17/2015 | Common Stock | 125,000 | 14.56 | D | |
| Stock Options (Right to Buy) | (5) | 06/02/2016 | Common Stock | 90,000 | 17.02 | D | |
| Explanation of Responses: |
| 1. Includes 30,000 shares of Restricted Stock. |
| 2. The options became exercisable in three equal annual installments commencing December 9, 2002. |
| 3. The options became exercisable in four equal annual installments commencing February 17, 2005. |
| 4. The options became exercisable in full on July 1, 2005. |
| 5. The options become exercisable in four equal annual installments commencing June 2, 2007. |
| Edwin L. Lewis, Attorney-in-Fact for Soo Hong Jeong | 06/23/2006 | |
| ** 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. | ||
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5
Know all by these presents, that the undersigned hereby constitutes and appoints each of
Edwin L. Lewis, Sean T. Smith and Nick Colonese, signing singly, his/her true and lawful
attorney-in-fact to:
(1) Execute for and on behalf of the undersigned Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder;
(2) Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to
complete the execution of any such Form 3, 4 or 5 and the timely filing of such form with the United States Securities and Exchange
Commission and any other authority; and
(3) Take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that
the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney-in-fact may approve in his/her discretion.
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and
perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and
powers herein granted, as fully to all intents and purposes as such attorney-in-fact, or his/her substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming
any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed
this 14th day of June, 2006.
/s/ Soo Hong Jeong
Signature
Soo Hong Jeong
Print Name