EXPONENT INC — Director's Dealing 2012

Feb 10, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXPONENT INC (EXPO)
CIK: 0000851520
Period of Report: 2012-02-09

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-09	Common Stock	M	5000	$11.305	Acquired	78450	Direct
2012-02-09	Common Stock	S	5000	$48.55	Disposed	73450	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-09	Incentive Stock Option (right to buy)	$11.305	M	5000	Disposed	2014-03-12	Common Stock (5000)	Direct
2012-02-09	Incentive Stock Option (right to buy)	$48.27	A	2071	Acquired	2022-02-09	Common Stock (2071)	Direct
2012-02-09	Non-Qualified Stock Option (right to buy)	$48.27	A	12929	Acquired	2022-02-09	Common Stock (12929)	Direct

Footnotes

F1: The stock option becomes exercisable in four equal annual installments.

F2: Not applicable.