GRANITE CONSTRUCTION INC — Director's Dealing 2013

May 24, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRANITE CONSTRUCTION INC (GVA)
CIK: 0000861459
Period of Report: 2013-05-23

Reporting Person: Roberts James Hildebrand (Director, Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-23	Common Stock	S	4076	$30.7724	Disposed	77347.1128	Direct
2013-05-23	Common Stock	S	3644	$30.8323	Disposed	73703.1128	Direct
2013-05-24	Common Stock	S	2378	$31.2663	Disposed	71474.9237	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	127585	Indirect

Footnotes

F1: Total adjusted to include dividend equivalents (149.8109) credited to the Reporting Person under the dividend reinvestment feature of the Plan since the Reporting Person's last report.

F2: Previously reported.