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CPI AEROSTRUCTURES INC Director's Dealing 2015

Jan 5, 2015

34768_dirs_2015-01-05_6f312381-d4a2-464f-9412-e8118c4dd2c4.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CPI AEROSTRUCTURES INC (CVU)
CIK: 0000889348
Period of Report: 2015-01-02

Reporting Person: ROSENFELD ERIC (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-01-02 Common Stock A 3609 Acquired 162785 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-01-02 Restricted Stock Unit $ A 10830 Acquired Common Stock (10830) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 510270 Indirect

Footnotes

F1: Mr. Rosenfeld is the senior managing member of Crescendo Investments II, LLC ("Crescendo Investments II"). Crescendo Investments II is the general partner of Crescendo Partners II, L.P. Series L ("Crescendo Partners II"). Mr. Rosenfeld and Crescendo Investments II disclaim beneficial ownership of the shares held by Crescendo Partners II, except to the extent of his or its pecuniary interest therein.

F2: Each restricted stock unit represents a contingent right to receive one share of common stock of CPI Aerostructures, Inc.

F3: The restricted stock units vest in three equal installments of 3,610 on April 1, 2015, July 1, 2015 and October 1, 2015. Vested shares will be promptly delivered to the reporting person.