COMMERCIAL METALS Co — Director's Dealing 2013

Oct 25, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMMERCIAL METALS CO (CMC)
CIK: 0000022444
Period of Report: 2013-09-23

Reporting Person: HICKEY ADAM R (VICE PRESIDENT & CONTROLLER OF)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-23	Common Stock	G	20.0	$0.0	Disposed	5538	Direct
2013-10-22	Common Stock	A	7550.0	$0.0	Acquired	13088	Direct
2013-10-23	Common Stock	M	2123.0	$17.61	Acquired	15211	Direct
2013-10-23	Common Stock	F	581.0	$17.61	Disposed	14630	Direct
2013-09-23	Common Stock	G	20.0	$0.0	Acquired	140	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-22	Performance Shares	$0.0	A	5551.0	Acquired	2016-08-31	Common Stock (5551)	Direct
2013-10-23	Restricted Stock Units	$0.0	M	2123.0	Disposed	2015-10-23	Common Stock (2123)	Direct

Footnotes

F1: Represents the transfer of 10 shares each to individual accounts for his son and daughter, in which Mr. Hickey is custodian, under the Uniform Transfer to Minors Act. There are now 80 shares in his son's account and 60 shares in his daughter's account.

F2: The PSU award will vest at 75% if certain financial criteria are met. The remaining 25% will vest relative to Total Shareholder Return measured over a three-year performance period for the Company against its Performance Peer Group.

F3: Award of restricted stock units under the 2013 Long-Term Equity Incentive Plan. Each restricted stock Unit represents a contingent right to receive one share of CMC common stock. The restricted stock units ("RSU Awarded Units") vest and become payable as follows: (i) one-third of the total RSU Awarded Units on the first anniversary of the date of grant; (ii) one-third of the total RSU Awarded Units on the second anniversary of the date of grant, and (iii) one-third of the total RSU Awarded Units on the third anniversary of the date of grant.