ASTEC INDUSTRIES INC — Director's Dealing 2015

Mar 2, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASTEC INDUSTRIES INC (ASTE)
CIK: 0000792987
Period of Report: 2015-02-28

Reporting Person: BROCK J DON (Director, Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-28	Common Stock	F	2250	$42.77	Disposed	18351	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	44475	Indirect
Common Stock	2007340	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (47717.5734)	47717.5734	Direct

Footnotes

F1: Holdings are restricted stock units (RSUs) that convert to common stock on a one-for-one basis at a later date. Reported transaction reflects 2,250 shares of common stock withheld by the issuer to satisfy tax withholding obligations upon the vesting of 9,000 RSUs.

F2: Phantom shares are held in a SERP and are payable in cash following the reporting person's termination of employment from Astec.

F3: Total amount includes 6,750 shares issued upon vesting of RSUs on February 28, 2015.