EXPONENT INC — Director's Dealing 2017

Jun 2, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXPONENT INC (EXPO)
CIK: 0000851520
Period of Report: 2017-05-31

Reporting Person: RICHARDSON KAREN A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-31	Common Stock	M	28	—	Acquired	6366	Direct
2017-05-31	Common Stock	M	2146	—	Acquired	8512	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-31	Dividend Equivalent Rights	$	A	7	Acquired	2017-05-31	Common Stock (7)	Direct
2017-05-31	Dividend Equivalent Rights	$	M	28	Disposed	2017-05-31	Common Stock (28)	Direct
2017-05-31	Restricted Stock Units	$	M	2146	Disposed		Common Stock (2146)	Direct
2017-06-01	Restricted Stock Units	$	A	2021	Acquired		Common Stock (2021)	Direct

Footnotes

F1: Settlement of dividend equivalent rights in connection with RSU release on a 1:1 basis.

F2: Not applicable.

F3: Reflects the conversion of shares of vested Restricted Stock Units granted on May 26, 2016 into shares of Common Stock on a 1:1 basis.

F4: The dividend equivalent rights accrued with respect to RSUs, pursuant to dividends earned in Q1 2017.

F5: 1-for-1.

F6: Restricted stock units will cliff-vest on the day prior to the Company's next annual shareholder meeting.