AMERICAN SUPERCONDUCTOR CORP /DE/ — Director's Dealing 2013

May 24, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN SUPERCONDUCTOR CORP /DE/ (AMSC)
CIK: 0000880807
Period of Report: 2013-05-23

Reporting Person: McGahn Daniel P (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-23	Common Stock	F	8520	$2.68	Disposed	537915	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4996	Indirect

Footnotes

F1: Represents shares tendered to satisfy the reporting person's tax withholding obligation upon the vesting on May 23, 2013 of restricted stock awarded on May 23,2011; not an open market transaction.

F2: Following all the transactions reported on this Form 4, the reporting person holds 537,915 shares directly.

F3: Following all the transactions reported on this Form 4, the reporting person holds 4,996 shares indirectly through the company's 401(k) plan as of April 30, 2013.