<SEC-DOCUMENT>0001517737-12-000011.txt : 20120419
<SEC-HEADER>0001517737-12-000011.hdr.sgml : 20120419
<ACCEPTANCE-DATETIME>20120419124128
ACCESSION NUMBER:		0001517737-12-000011
CONFORMED SUBMISSION TYPE:	4
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20120418
FILED AS OF DATE:		20120419
DATE AS OF CHANGE:		20120419

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			ZELLNER MICHAEL W
		CENTRAL INDEX KEY:			0001181559
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-COMPUTER PROGRAMMING SERVICES [7371]

	FILING VALUES:
		FORM TYPE:		4
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-50307
		FILM NUMBER:		12767881

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			FORMFACTOR INC
		CENTRAL INDEX KEY:			0001039399
		STANDARD INDUSTRIAL CLASSIFICATION:	SEMICONDUCTORS & RELATED DEVICES [3674]
		IRS NUMBER:				133711155
		STATE OF INCORPORATION:			DE

	BUSINESS ADDRESS:	
		STREET 1:		7005 SOUTHFRONT ROAD
		CITY:			LIVERMORE
		STATE:			CA
		ZIP:			94551
		BUSINESS PHONE:		9252433522

	MAIL ADDRESS:	
		STREET 1:		7005 SOUTHFRONT ROAD
		CITY:			LIVERMORE
		STATE:			CA
		ZIP:			94551
</SEC-HEADER>
<DOCUMENT>
<TYPE>4
<SEQUENCE>1
<FILENAME>edgardoc.xml
<DESCRIPTION>PRIMARY DOCUMENT
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0305</schemaVersion>

    <documentType>4</documentType>

    <periodOfReport>2012-04-18</periodOfReport>

    <notSubjectToSection16>0</notSubjectToSection16>

    <issuer>
        <issuerCik>0001039399</issuerCik>
        <issuerName>FORMFACTOR INC</issuerName>
        <issuerTradingSymbol>FORM</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001181559</rptOwnerCik>
            <rptOwnerName>ZELLNER MICHAEL W</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>7005 SOUTHFRONT ROAD</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>LIVERMORE</rptOwnerCity>
            <rptOwnerState>CA</rptOwnerState>
            <rptOwnerZipCode>94551</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>1</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>0</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <derivativeTable>
        <derivativeTransaction>
            <securityTitle>
                <value>Restricted Stock Units</value>
            </securityTitle>
            <conversionOrExercisePrice>
                <value>0</value>
            </conversionOrExercisePrice>
            <transactionDate>
                <value>2012-04-18</value>
            </transactionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>A</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
            </transactionCoding>
            <transactionAmounts>
                <transactionShares>
                    <value>6000</value>
                </transactionShares>
                <transactionPricePerShare>
                    <value>0</value>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>A</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <exerciseDate>
                <footnoteId id="F1"/>
            </exerciseDate>
            <expirationDate>
                <footnoteId id="F2"/>
            </expirationDate>
            <underlyingSecurity>
                <underlyingSecurityTitle>
                    <value>Common Stock</value>
                </underlyingSecurityTitle>
                <underlyingSecurityShares>
                    <value>6000</value>
                </underlyingSecurityShares>
            </underlyingSecurity>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>18000</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </derivativeTransaction>
    </derivativeTable>

    <footnotes>
        <footnote id="F1">Restricted Stock Units vest and become exercisable in 12 equal monthly installments with the vesting dates beginning on May 18, 2012 and ending on April 18, 2013. Settlement of vested Units into common stock will occur on the earlier of April 18, 2013 and the date the reporting person ceases to provide services to the Issuer, or thereafter, on the first market trading day in an open trading window under Issuer's insider trading policy if the applicable date is not a market trading day in an open trading window.</footnote>
        <footnote id="F2">If the reporting person ceases to provide services to the Issuer for any reason, all Restricted Stock Units that have not yet vested shall be forfeited without consideration except as provided in the &quot;Equity Grant Policy for Outside Directors&quot; and any other agreements between the reporting person and Issuer, regarding award vesting and exercisability.</footnote>
    </footnotes>

    <remarks>THE STATEMENT GRANTING THE ATTORNEY-IN-FACT THE AUTHORITY TO EXECUTE AND FILE THIS FORM 4 IS BEING FILED CONCURRENTLY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.</remarks>

    <ownerSignature>
        <signatureName>By: \s\ Stuart L Merkadeau, Attorney-in-Fact  For: Michael W. Zellner</signatureName>
        <signatureDate>2012-04-18</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>zellnerpoa071311.txt
<DESCRIPTION>EDGAR SUPPORTING DOCUMENT
<TEXT>
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
each of Stuart L. Merkadeau, Micheal M. Ludwig, and Henry I. Feir, signing
singly, the undersigned'strue and lawful attorney-in-fact to:

(1) prepare and execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and (or) director of FormFactor, Inc.
(the "Company"), Forms 3, 4 and 5 (including amendments thereto) in accordance
with Section 16(a) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and the rules and regulations thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned that
may be necessary or desirable to complete and execute any such Forms 3, 4 or 5
and timely file such form (including amendments thereto) with the United States
Securities and Exchange Commission (the "SEC") and any stock exchange or similar
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 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 and 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, in serving in such
capacity at the request of the undersigned, is not assuming, nor is the Company
assuming, any of the undersigned's responsibilities to comply with Section 16
of the Exchange Act.

The undersigned agrees that such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to such attorney-
in-fact. The undersigned also agrees to indemnify and hold harmless the Company
and such attorney-in-fact against any losses, claims, damages or liabilities
(or actions in these respects) that arise out of or are based on any untrue
statement or omission of necessary facts in the information provided by the
undersigned to such attorney-in-fact for purposes of executing, acknowledging,
delivering and filing Forms 3, 4 or 5 (including amendments thereto) and agrees
to reimburse the Company and such attorney-in-fact for any legal or other
expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 or 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier (a) revoked by the undersigned in a signed writing delivered to
the foregoing attorney-in-fact or (b) superseded by a new power of attorney
regarding the purposes outlined in the first paragraph hereof as of a later
date. This Power of Attorney may be filed with the SEC as a confirming
statement of the authority granted herein.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 15th day of September, 2011.

/s/Michael W. Zellner
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
