ASTEC INDUSTRIES INC — Director's Dealing 2017

Feb 28, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASTEC INDUSTRIES INC (ASTE)
CIK: 0000792987
Period of Report: 2017-02-28

Reporting Person: Irvine John J. III (President-Roadtec, Inc.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-28	Common Stock	A	689	—	Acquired	1689	Direct
2017-02-28	Common Stock	F	327	$65.35	Disposed	689	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	673	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (223.7734)	223.7734	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 is a grant of RSUs earned under the Company's 2011 Incentive Plan for 2016 performance.

F2: Holdings are Restricted Stock Units ("RSUs") that convert to common stock on a one-for-one basis at a later date. Reported transaction reflects 327 shares of common stock withheld by the issuer to satisfy tax withholding obligations upon the vesting of 1,000 RSUs.

F3: Total amount includes 673 shares issued upon vesting of RSUs on February 28, 2017.

F4: Phantom shares are held in a SERP and are payable in cash following the reporting person's termination of employment from Astec.