EXPONENT INC — Director's Dealing 2011

Mar 11, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXPONENT INC (EXPO)
CIK: 0000851520
Period of Report: 2011-03-09

Reporting Person: JOHNSTON PAUL R (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-09	Common Stock	M	12870	—	Acquired	78077	Direct
2011-03-09	Common Stock	F	4627	$39.57	Disposed	73450	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-09	Restricted Stock Units	$	M	12870	Disposed	2011-03-09	Common Stock (12870)	Direct

Footnotes

F1: Reflects the conversion of shares of vested Restricted Stock Units granted on March 9, 2007 into shares of Common Stock on a 1:1 basis.

F2: Not applicable.

F3: Reflects shares of common stock withheld by the Company to satify the tax withholding obligations of the Reporting Person.

F4: See Footnote 1.