HEICO CORP — Director's Dealing 2013

Oct 1, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEICO CORP (HEI, HEI.A)
CIK: 0000046619
Period of Report: 2013-09-27

Reporting Person: IRWIN THOMAS S (Sr Exec VP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-27	Common Stock	S	29260	$68.316	Disposed	22598	Direct
2013-09-30	Common Stock	S	10000	$67.735	Disposed	12598	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	20981	Direct
Common Stock	106585	Indirect
Class A Common Stock	70473	Indirect
Common Stock	73702	Indirect

Footnotes

F1: Represents shares held in the Irwin Family Irrevocable Trust (the Trust) whose trustee is Carrie Irwin, the Reporting Person's daughter.

F2: Represents shares held for the benefit of the Reporting Person by the HEICO Corporation 401(k) Plan based on a plan statement dated September 26, 2013.