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: HARSHMAN RICHARD J (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-23	Common Stock, $0.10 par value	A	57253	$0.00	Acquired	608529.5742	Direct
2017-02-23	Common Stock, $0.10 par value	F	9159.9794	$19.44	Disposed	599369.5948	Direct
2017-02-27	Common Stock, $0.10 par value	F	13381	$19.65	Disposed	585988.5948	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 25,687 shares of common stock owned indirectly by Mr. Harshman's wife. Mr. Harshman disclaims beneficial ownership of the shares held directly or indirectly by his spouse, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for the purposes of Section 16 or for any other purpose.

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.