DYCOM INDUSTRIES INC — Director's Dealing 2012

Dec 20, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DYCOM INDUSTRIES INC (DY)
CIK: 0000067215
Period of Report: 2012-12-18

Reporting Person: Baxter Thomas G (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-18	Common Stock	M	2500	$5.13	Acquired	30840	Direct
2012-12-18	Common Stock	S	2500	$19.65	Disposed	28340	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-18	Employee Stock Option (right to buy)	$5.13	M	2500	Disposed	2018-11-24	Common Stock (2500)	Direct

Footnotes

F1: The option vests in four equal annual installments on November 24, 2009, November 23, 2010, November 22, 2011 and November 20, 2012.

F2: No consideration was paid for the derivative security.