CASEYS GENERAL STORES INC — Director's Dealing 2018

Jun 20, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CASEYS GENERAL STORES INC (CASY)
CIK: 0000726958
Period of Report: 2018-06-18

Reporting Person: HANDLEY TERRY W (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-06-18	Common Stock	M	1342	$44.39	Acquired	33287	Direct
2018-06-18	Common Stock	S	1342	$100.12	Disposed	31945	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-06-18	Option - right to buy	$44.39	M	1342	Disposed	2021-06-23	Common Stock (1342.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11870	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted stock units	$		Common Stock (6000.0)	6000	Direct
Restricted stock units	$		Common Stock (3250.0)	3250	Direct
Restricted stock units	$		Common Stock (3308.0)	3308	Direct
Restricted stock units	$		Common Stock (3590.0)	3590	Direct

Footnotes

F1: The price reported is a weighted average price provided by the broker. These shares were sold in multiple transactions at prices ranging from $100.07 to $100.16. Mr. Handley undertakes to provide to Casey's General Store, Inc., any security holder thereof, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: Allocated to Mr. Handley's 401k account as of April 30, 2018. Does not include any shares allocated by the plan trustee after that date.

F3: Pursuant to terms and conditions of 2009 Stock Incentive Plan.

F4: Pursuant to a Restricted Stock Units Agreement dated as of April 12, 2016, executed in conjunction with Mr. Handley's employment agreement of the same date. These units vest over a 5-year period, commencing on May 1, 2017 and thereafter on each May 1 of the following 4 years, at the rate of 2,000 units (20% of the total units awarded) per year.

F5: Each restricted stock unit represents the right to receive, following vesting, one share of Common Stock.

F6: Pursuant to terms and conditions of 2009 Stock Incentive Plan. This award will vest in full on June 2, 2019.

F7: Pursuant to terms and conditions of 2009 Stock Incentive Plan. This award will vest in full on June 15, 2020. Not included in the reported award amount is a target amount of performance-based restricted stock units that will vest on June 15, 2020, but which are subject to the satisfaction of certain performance criteria other than solely the price of Casey's Common Stock; the final amount of shares earned, if any, will be reported upon vest and satisfaction of those performance measures.

F8: Pursuant to terms and conditions of 2009 Stock Incentive Plan. This award will vest in full on June 15, 2021. Not included in the reported award amount is a target amount of performance-based restricted stock units that will vest on June 15, 2021, but which are subject to the satisfaction of certain performance criteria other than solely the price of Casey's Common Stock; the final amount of shares earned, if any, will be reported upon vest and satisfaction of those performance measures.