EXPONENT INC — Director's Dealing 2012

Jul 31, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXPONENT INC (EXPO)
CIK: 0000851520
Period of Report: 2012-07-27

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-27	Common Stock	M	300	$7.015	Acquired	98362	Direct
2012-07-27	Common Stock	S	300	$53.25	Disposed	98062	Direct
2012-07-30	Common Stock	M	394	$7.015	Acquired	98456	Direct
2012-07-30	Common Stock	S	394	$53.25	Disposed	98062	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-27	Incentive Stock Option (right to buy)	$7.015	M	300	Disposed	2013-03-03	Common Stock (300)	Direct
2012-07-30	Incentive Stock Option (right to buy)	$7.015	M	394	Disposed	2013-03-03	Common Stock (394)	Direct

Footnotes

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

F2: Not applicable.