DAKTRONICS INC /SD/ — Director's Dealing 2011

Dec 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DAKTRONICS INC /SD/ (DAKT)
CIK: 0000915779
Period of Report: 2011-12-02

Reporting Person: RETTERATH WILLIAM R (Treasurer & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-02	Common Stock	M	440.0000	—	Acquired	16496.0000	Direct
2011-12-02	Common Stock	M	331.0000	$0.0000	Acquired	16827.0000	Direct
2011-12-02	Common Stock	F	82.0000	$9.8600	Disposed	16745.0000	Direct
2011-12-02	Common Stock	F	110.0000	$9.8600	Disposed	16635.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-02	Restricted Stock Units	$0.0000	M	331.0000	Disposed		Common Stock (331.0000)	Direct
2011-12-02	Restricted Stock Units	$	M	440.0000	Disposed		Common Stock (440.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11979.4750	Indirect

Footnotes

F1: On December 2, 2011, 440 of the reporting person's Restricted Stock Units vested, 330 shares of Common Stock were delivered, and 110 shares of Common Stock were withheld by the Company to satisfy income tax withholding obligations.

F2: On December 2, 2011, 331 of the reporting person's Restricted Stock Units vested, 249 shares of Common Stock were delivered, and 82 shares of Common Stock were withheld by the Company to satisfy income tax withholding obligations.

F3: The information in this report is based on a plan statement dated as of December 1, 2011.

F4: Restricted Stock Units granted on 12/2/2010 vest 20% each year for five years beginning 12/2/2011. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.

F5: Restricted Stock Units granted on 12/3/2009 vest 20% each year for five years beginning on 12/3/2010. Vested shares will be delivered to the reporting person as soon as practicable after the date of vesting.