ATI INC — Director's Dealing 2017

Jan 31, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLEGHENY TECHNOLOGIES INC (ATI)
CIK: 0001018963
Period of Report: 2017-01-27

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-27	Common Stock, $0.10 par value	A	28191	$0.00	Acquired	605814.0234	Direct
2017-01-27	Common Stock, $0.10 par value	F	13158	$21.75	Disposed	592656.0234	Direct
2017-01-27	Common Stock, $0.10 par value	F	15813.6855	$21.75	Disposed	576842.3379	Direct
2017-01-27	Common Stock, $0.10 par value	D	25565.7637	$21.75	Disposed	551276.5742	Direct

Footnotes

F1: Shares awarded under the Company's 2014-2016 Total Shareholder Return Program ("TSR").

F2: This amount includes 25,687 shares of common stock owned indirectly by Mr. Harshman's wife. The reporting person 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 the 2014-2016 TSR award paid on January 27, 2017 as described in footnote 1 above.

F4: Shares withheld for payment of taxes on shares of previously restricted stock awarded in February 2014 under the 2014-2016 Long-Term Shareholder Value Program. Vesting of these shares was contingent on the successful achievement of predetermined goals during the 2014-2016 performance period and became payable on January 27, 2017.

F5: Forfeiture of restricted shares, including accumulated dividends, granted under the 2014 Performance/Restricted Stock Program.