GRANITE CONSTRUCTION INC — Director's Dealing 2011

Mar 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRANITE CONSTRUCTION INC (GVA)
CIK: 0000861459
Period of Report: 2011-03-11

Reporting Person: Case Thomas Scott (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-11	Common Stock	S	5600.833	$28.00	Disposed	21601	Direct
2011-03-11	Common Stock	S	3100	$28.01	Disposed	18501	Direct
2011-03-11	Common Stock	S	849	$28.02	Disposed	17652	Direct
2011-03-11	Common Stock	S	672	$28.03	Disposed	16980	Direct
2011-03-11	Common Stock	A	6509	—	Acquired	23489	Direct
2011-03-11	Common Stock	F	114	$28.17	Disposed	23375	Direct
2011-03-13	Common Stock	F	761	$28.17	Disposed	22614	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14455.451	Indirect

Footnotes

F1: Includes shares held in a revocable Living Trust, which were previously reported as indirectly held.

F2: Stock Units granted pursuant to the Granite Construction Incorporated Amended and Restated 1999 Equity Incentive Plan. The stock units vest over a 3 year period, vesting 1/3 per year beginning one year from grant date.

F3: Shares surrendered for taxes due to vesting on March 11, 2011.

F4: Shares surrendered for taxes due to vesting on March 13, 2011.

F5: Previously reported.