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*
HOLT ALYN R

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/07/2010
3. Issuer Name and Ticker or Trading Symbol
INTEST CORP [ INTT ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) X Other (specify below)
Executive Chairman / Member of 10% 13d Group
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 1,128,006(1) D
Common Stock 150,427(2) D
Common Stock 178,598(3) D
Common Stock 20,000(4) D
Common Stock 115,000(5) D
Common Stock 24,000(6) D
Common Stock 260,000(7) 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
1. Name and Address of Reporting Person*
HOLT ALYN R

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Holt Connie E.

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Thompson Kristen Holt

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Thompson Brian

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Holt Charitable Remainder Unitrust

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Alyn R. Holt Year 2001 Irrevocable Agreement of Trust

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Alyn R. Holt Trust fbo Kristen Holt Thompson

(Last) (First) (Middle)
C/O INTEST CORP
7 ESTERBROOK LANE

(Street)
CHERRY HILL NJ 08003

(City) (State) (Zip)
Explanation of Responses:
1. These shares are owned solely by Alyn R. Holt, a director and the Executive Chairman of the Company, and a member of a "Group" with the other reporting persons for purposes of Section 13(d) of the Exchange Act. Mr. Holt disclaims beneficial ownership of the shares owned by the other members of the Group, except to the extent owned by the 2000 Trust, and this report shall not be deemed an admission that Mr. Holt is the beneficial owner of any of the other shares reported herein for purposes of Section 16 or for any other purpose.
2. These shares are owned solely by Connie E. Holt. Mrs. Holt disclaims beneficial ownership of the shares owned by the other members of the Group, except to the extent owned by the 2000 Trust, and this report shall not be deemed an admission that Mrs. Holt is the beneficial owner of any of the other shares reported herein for purposes of Section 16 or for any other purpose.
3. These shares are owned soley by Kristen Holt Thompson. Mrs. Thompson disclaims beneficial ownership of the shares owned by the other members of the Group, except to the extent owned by the 2001 and the 2003 Trusts, and this report shall not be deemed an admission that Mrs. Thompson is the beneficial owner of any of the other shares for purposes of Section 16 or for any other purpose.
4. These shares are owned solely by Brian Thompson. Mr. Thompson disclaims beneficial ownership of the shares owned by the other members of the Group, and this report shall not be deemed an admission that Mr. Thomspon is the beneficial owner of any of the other shares for purposes of Section 16 or for any other purpose.
5. These shares are owned soley by Holt Charitable Remainder Unitrust u/a Dated 5/22/00 (the "2000 Trust"). The 2000 Trust disclaims beneficial ownership of the shares owned by the other members of the Group, and this report shall not be deemed an admission that the 2000 Trust is the beneficial onwer of any of the other shares for purposes of Section 16 or for any other purpose.
6. These shares are owned soley by Alyn R. Holt Year 2001 Irrevocable Agreement of Trust u/a Dated 10/22/01 (the "2001 Trust"). The 2001 Trust disclaims beneficial ownership of the shares owned by the other members of the Group, and this report shall not be deemed an admission that the 2001 Trust is the beneficial owner of any of the other shares for purposes of Section 16 or for any other purpose.
7. These shares are owned soley by Alyn R. Holt Trust fbo Kristen Holt Thompson u/a Dated 4/14/03 (the "2003 Trust"). The 2003 Trust disclaims beneficial ownership of the shares owned by the other members of the Group, and this report shall not be deemed an admission that the 2003 Trust is the beneficial owner of any of the other shares for purposes of Section 16 or for any other purpose.
Remarks:
EXHIBIT LIST Exhibit 24 - Power of Attorney
/s/ Hugh T. Regan, Jr., Attorney-in-Fact for Alyn R. Holt 05/07/2010
/s/ Hugh T. Regan, Jr., Attorney-in-Fact for Connie E. Holt 05/07/2010
/s/ Hugh T. Regan, Jr., Attorney-in-Fact for Kristen Holt Thompson 05/07/2010
/s/ Hugh T. Regan, Jr., Attorney-in-Fact for Brian Thompson 05/07/2010
/s/ Hugh T. Regan, Jr., Attorney-in-Fact for Holt Charitable Remainder Unitrust 05/07/2010
/s/ Hugh T. Regan, Jr., Attorney-in-Fact for Alyn R. Holt Year 2001 Irrevocable Agreement of Trust 05/07/2010
/s/ Hugh T. Regan, Jr., Attorney-in-Fact for Alyn R. Holt Trust fbo Kristen Holt Thompson 05/07/2010
** 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.
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Exh 24-Power of Attorney

Exhibit 24

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Alyn R. Holt and Hugh T. Regan, Jr., signing singly, the undersigned's true and lawful attorney-in-fact to:

1. execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G, and amendments thereto, that are required to be filed under Section 13(d) or Section 13(g) of the Securities Exchange Act of 1934 (the "Exchange Act") and the rules thereunder in connection with the undersigned's beneficial ownership of, or participation in a group with respect to, securities of inTEST Corporation (the "Company");

2. execute for and on behalf of the undersigned all Forms 3, 4 and 5 required to be filed under Section 16(a) of the Exchange Act and the rules thereunder in connection with the undersigned's beneficial ownership of, or participation in a group with respect to, securities of the Company;

3. perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such document, complete and execute any amendment or amendments thereto, and timely file such form 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, and in the best interest of, or legally required by, the undersigned.

The undersigned hereby grants to each 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 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 Sections 13(d), 13(g) or 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Schedules 13D and 13G and 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 attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 7th day of May, 2010.

 

 

 

 

 

By:

/s/ Alyn R. Holt
Alyn R. Holt

 

By:

/s/ Alyn R. Holt
Alyn R. Holt, Trustee
Holt Charitable Remainder Unitrust u/a Dated 5/22/00

By:

/s/ Connie E. Holt
Connie E. Holt

 

By:

/s/ Alyn R. Holt
Alyn R. Holt, Trustee
Alyn R. Holt Year 2001 Irrevocable Agreement of Trust u/a Dated 10/22/01

By:

/s/ Kristen Holt Thompson
Kristen Holt Thompson

 

By:

/s/ Kristen Holt Thompson
Kristen Holt Thompson, Trustee
Alyn R. Holt Trust fbo Kristen Holt Thompson
u/a 4/14/03

By:

/s/ Brian Thompson
Brian Thompson