SEC FORM 3 SEC Form 3
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*
Besnard Michael

(Last) (First) (Middle)
C/O ENTEGRIS, INC.
129 CONCORD ROAD

(Street)
BILLERICA MA 01821

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/06/2022
3. Issuer Name and Ticker or Trading Symbol
ENTEGRIS INC [ ENTG ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Chief Commercial Officer
5. 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 Beneficially Owned
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 8,051.208(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Employee Stock Option (Right to Buy) (2) 02/19/2025 Common Stock 2,297(3) 31.1 D
Employee Stock Option (Right to Buy) (4) 02/19/2026 Common Stock 5,060(3) 33.33 D
Employee Stock Option (Right to Buy) (5) 02/19/2027 Common Stock 5,310(3) 55.72 D
Employee Stock Option (Right to Buy) (6) 02/19/2028 Common Stock 3,928(7) 98.11 D
Employee Stock Option (Right to Buy) (8) 02/19/2029 Common Stock 2,944(7) 128.44 D
Explanation of Responses:
1. These shares include a total of 4,697 restricted stock units granted on February 5, 2019, February 4, 2020, February 2, 2021 and February 1, 2022 with restrictions that lapse as follows: (i) 2,265 shares vest on February 19, 2023, (ii) 1,365 shares vest on February 19, 2024, (iii) 737 shares vest on February 19, 2025, and (iv) 330 shares vest on February 19, 2026.
2. This option is fully vested.
3. Awarded pursuant to the Entegris, Inc. 2010 Stock Plan in consideration of services as an employee.
4. The option vests in four equal annual installments. The first three installments became exercisable on February 19, 2020 and February 19, 2021, and February 19, 2022. The remaining installment will become exercisable on February 19, 2023.
5. The option vests in four equal annual installments. The first two installments became exercisable on February 19, 2021 and February 19, 2022. The remaining installments will become exercisable on February 19, 2023 and February 19, 2024.
6. The option vests in four equal annual installments. The first installment became exercisable on February 19, 2022. The remaining installments will become exercisable on February 19, 2023, February 19, 2024 and February 19, 2025.
7. Awarded pursuant to the Entegris, Inc. 2020 Stock Plan in consideration of services as an employee.
8. The option vests in four equal annual installments beginning on February 19, 2023 and thereafter on February 19, 2024, February 19, 2025 and February 19, 2026.
Remarks:
/s/ Joseph Colella, Attorney-In-Fact for Michael Besnard 07/14/2022
** 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
Know all by these presents that the undersigned hereby constitutes and
appoints Joseph Colella the undersigned's true and lawful
attorney-in-fact to:
 (1)    prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities and
Exchange Commission (the SEC) a Form ID, including amendments
thereto, and any other documents necessary or appropriate to obtain codes
and passwords enabling the undersigned to make electronic filings with
the SEC of reports required by Section 16(a) of the Securities Exchange
Act of 1934 or any rule or regulationof the SEC;
 (2)    execute for and on behalf of the undersigned, in the undersigned's
capacity as an Officer of ENTEGRIS, INC. (the Company), Forms 3, 4, and 5
in accordance with Section 16(a) of the Securities Exchange Act of 1934 and
the rules thereunder, and any other forms or reports the undersigned may be
required to file in connection with the undersigned's ownership, acquisition,
or disposition of securities of the Company;
 (3)    do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Forms
3, 4, or 5, or other form or report, and timely file such form or report with
the United States Securities and Exchange Commission and any stock exchange
or similar authority; and
 (4)    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 such attorney-in-fact's discretion.
      The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and
powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact's 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 attorney-in-fact, is serving
in such capacity at the request of the undersigned, and is not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.
      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to
the undersigned's holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorney-in-fact.
      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 3rd day of June 2022.

                  /s/ Michael Besnard
                  Michael Besnard