ASTEC INDUSTRIES INC — Director's Dealing 2013

Mar 4, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASTEC INDUSTRIES INC (ASTE)
CIK: 0000792987
Period of Report: 2013-02-28

Reporting Person: CARGOULD FRANK D (President-Breaker Technology)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-28	Common Stock	F	334	$35.02	Disposed	0	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1695	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (9563.4221)	9563.4221	Direct

Footnotes

F1: Total amount includes 666 shares issued upon vesting of RSUs on February 28, 2013.

F2: Reflects restricted stock units (RSUs) that convert to common stock on a one-for-one basis at a later date. Reported transaction reflects 334 shares of common stock withheld by the issuer to satisfy tax withholding obligations upon the vesting of 1,000 RSUs.

F3: Phantom shares are held in a SERP and are payable in cash following the reporting person's termination of employment from Astec.