EXPONENT INC — Director's Dealing 2012

Aug 8, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXPONENT INC (EXPO)
CIK: 0000851520
Period of Report: 2012-08-06

Reporting Person: SCHLENKER RICHARD L JR (EVP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-06	Common Stock	M	4831	$7.015	Acquired	102893	Direct
2012-08-06	Common Stock	S	4831	$52.5	Disposed	98062	Direct
2012-08-07	Common Stock	M	5108	$7.015	Acquired	103170	Direct
2012-08-07	Common Stock	S	5108	$52.5	Disposed	98062	Direct
2012-08-08	Common Stock	M	480	$7.015	Acquired	98542	Direct
2012-08-08	Common Stock	S	480	$52.5	Disposed	98062	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-06	Incentive Stock Option (right to buy)	$7.015	M	4831	Disposed	2013-03-03	Common Stock (4831)	Direct
2012-08-07	Incentive Stock Option (right to buy)	$7.015	M	5108	Disposed	2013-03-03	Common Stock (5108)	Direct
2012-08-08	Incentive Stock Option (right to buy)	$7.015	M	480	Disposed	2013-03-03	Common Stock (480)	Direct

Footnotes

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

F2: Not applicable.