AeroVironment Inc — Director's Dealing 2021

May 28, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AeroVironment Inc (AVAV)
CIK: 0001368622
Period of Report: 2021-05-25

Reporting Person: Conver Timothy E (Director, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-25	Common Stock	S	700	$107.51	Disposed	812527	Indirect
2021-05-25	Common Stock	S	800	$107.51	Disposed	811727	Indirect
2021-05-25	Common Stock	S	1600	$107.50	Disposed	810127	Indirect
2021-05-25	Common Stock	S	1280	$107.07	Disposed	808847	Indirect
2021-05-25	Common Stock	S	2320	$107.02	Disposed	806527	Indirect
2021-05-25	Common Stock	S	1200	$107.01	Disposed	805327	Indirect
2021-05-25	Common Stock	S	800	$108.01	Disposed	283200	Indirect
2021-05-25	Common Stock	S	1100	$107.99	Disposed	282100	Indirect
2021-05-25	Common Stock	S	1500	$107.99	Disposed	280600	Indirect
2021-05-25	Common Stock	S	320	$107.07	Disposed	280280	Indirect
2021-05-25	Common Stock	S	580	$107.02	Disposed	279700	Indirect
2021-05-25	Common Stock	S	300	$107.01	Disposed	279400	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	45115	Direct

Footnotes

F1: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Conver, as Trustee of The Conver Family Trust and is manager of C5 Holdings LLC, on March 17, 2021.

F2: Held by The Conver Family Trust, of which Mr. Conver is one of the trustees. Mr. Conver disclaims beneficial ownership of any securities in which he does not have a pecuniary interest.

F3: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $107.34 - $107.69. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F4: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $107.34 - $107.68. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F5: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $107.31 - $107.70. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F6: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $106.59 - $107.29. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F7: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $106.57 - $107.31. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F8: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $106.54 - $107.30. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F9: Held by C5 Holdings LLC, a Delaware limited liability company.

F10: The reporting person is the manager of C5 Holdings LLC and consequently may be deemed to have sole voting control and investment discretion over securities owned by C5 Holdings LLC. The reporting person disclaims beneficial ownership of the reported securities held by such LLC except to the extent of his pecuniary interest therein. The foregoing should not be construed in and of itself as an admission by the reporting person as to the beneficial ownership of the securities owned by such LLC.

F11: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $107.72 - $108.31. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F12: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $107.70 - $108.44. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F13: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $107.70 - $108.62. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F14: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $106.59 - $107.29. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F15: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $106.57 - $107.31. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F16: The price reported represents the weighted average price of shares sold. Shares were sold at varying prices in the range of $106.54 - $107.30. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.