DYCOM INDUSTRIES INC — Director's Dealing 2020

Mar 31, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DYCOM INDUSTRIES INC (DY)
CIK: 0000067215
Period of Report: 2020-03-27

Reporting Person: URNESS RYAN F (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-27	Restricted Stock Units	A	20163.00	$0.00	Acquired	25448.00	Direct
2020-03-30	Common Stock	A	203.00	$0.00	Acquired	25651.00	Direct
2020-03-30	Common Stock	F	250.00	$25.15	Disposed	25401.00	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to acquire one share of DY common stock, par value $0.33 1/3 per share.

F2: The restricted stock units vest in four substantially equal annual installments beginning March 30, 2021.

F3: No consideration was paid for the restricted stock units.

F4: Represents shares of DY common stock acquired upon the settlement of restricted stock units ("RSUs") on March 30, 2020. Each RSU represents a contingent right to acquire one share of DY common stock upon the satisfaction of pre-established performance measures set forth in the award documents. The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income, in each case before certain items.

F5: Withholding of common stock for the payment of tax liability incident to the vesting of restricted stock units.