ATI INC — Director's Dealing 2017

Feb 28, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLEGHENY TECHNOLOGIES INC (ATI)
CIK: 0001018963
Period of Report: 2017-02-23

Reporting Person: Schwartz Karl D (VP, Controller & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-23	Common Stock, $0.10 par value	A	3119	$0.00	Acquired	42458.7493	Direct
2017-02-23	Common Stock, $0.10 par value	F	581.8611	$19.44	Disposed	41876.8882	Direct
2017-02-27	Common Stock, $0.10 par value	F	479	$19.65	Disposed	41397.8882	Direct

Footnotes

F1: Award of restricted stock units, which are settled in shares of stock upon vesting. The award vests in three equal annual installments on each of the first three anniversaries of the grant date.

F2: This amount includes 6,197.8800 shares of common stock Mr. Schwartz owns in the Company's 401(k) plan. Fluctuations in 401(k) share amounts reflect the plan's unit reporting method. Mr. Schwartz holds approximately 5,192 units, which represent interests in the Company's stock fund.

F3: Shares withheld for payment of taxes on shares of previously-restricted stock awarded on February 23, 2012, the restrictions on which lapsed by their terms on the fifth anniversary of the grant date.

F4: Represents the average of the high and low trading prices for one share of the Issuer's common stock on the New York Stock Exchange on February 23, 2017.

F5: Shares withheld for payment of taxes on restricted stock units awarded on February 27, 2016. One-third of such restricted stock units vested by their terms on February 27, 2017.

F6: Represents the average of the high and low trading prices for one share of the Issuer's common stock on the New York Stock Exchange on February 27, 2017.