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AMPCO PITTSBURGH CORP Director's Dealing 2015

May 12, 2015

34601_dirs_2015-05-12_be3ae802-5aba-412d-b8c7-d6a9a6c836ab.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMPCO PITTSBURGH CORP (AP)
CIK: 0000006176
Period of Report: 2015-05-05

Reporting Person: KENNY TERRENCE W (President,Air&Liq. Proc. Group)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-05-08 Common Stock P 1000 $16.318 Acquired 1000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-05-05 Restricted Stock Units $ A 2623 Acquired Common Stock (2623) Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $16.295 to $16.320 inclusive. The reporting person undertakes to provide to Ampco-Pittsburgh Corporation (the "Company"), any security holder of the Company, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F2: Each restricted stock unit represents a contingent right to receive one share of Ampco-Pittsburgh Corporation common stock.

F3: The restricted stock units vest in three equal annual installments beginning May 5, 2016.