DYCOM INDUSTRIES INC — Director's Dealing 2013

Jul 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DYCOM INDUSTRIES INC (DY)
CIK: 0000067215
Period of Report: 2013-07-12

Reporting Person: Baxter Thomas G (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-12	Common Stock	M	2500	$8.60	Acquired	30840	Direct
2013-07-12	Common Stock	S	2500	$24.89	Disposed	28340	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-07-12	Employee Stock Option (right to buy)	$8.60	M	6250	Disposed	2019-11-23	Common Stock (2500)	Direct

Footnotes

F1: The price reported in column 4 reflects the weighted average price. This transaction was executed in multiple trades at prices ranging from $24.87 to $24.90. The reporting person hereby undertakes to provide upon request to the staff of the Securities Exchange Commission the issuer or a security holder of the issuer full information regarding the number of shares sold at each price at which the transaction was effected.

F2: The option vests in four equal annual installments on November 23, 2010, November 22, 2011, November 20, 2012 and November 26, 2013.

F3: No consideration was paid for the derivative security.