Axos Financial, Inc. — Director's Dealing 2011

Mar 16, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BofI Holding, Inc. (BOFI)
CIK: 0001299709
Period of Report: 2011-03-15

Reporting Person: Micheletti Andrew J (EVP/CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-15	Common Stock	M	26250	$4.19	Acquired	38250	Direct
2011-03-15	Common Stock	S	13125	$14.98	Disposed	25125	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-15	Incentive Stock Options (right to buy)	$4.19	M	26250	Disposed	2011-04-02	Common Stock (26250)	Direct

Footnotes

F1: Actual price is $4.190476.

F2: Actual price is $4.9764.

F3: This transaction was executed in multiple trades at prices ranging from $14.946 to $15.06. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold and the prices at which each transaction was effected.