HEICO CORP — Director's Dealing 2015

Apr 14, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEICO CORP (HEI, HEI.A)
CIK: 0000046619
Period of Report: 2015-04-14

Reporting Person: Walker Steven M (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-14	Class A Common Stock	M	4000	$21.9853	Acquired	4937	Direct
2015-04-14	Class A Common Stock	S	4000	$48.8991	Disposed	937	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-04-14	Option (Right to purchase Class A Common Stock)	$21.9853	M	4000	Disposed	2021-03-28	Class A Common Stock (4000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3504	Indirect
Class A Common Stock	3099	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option (Right to purchase Class A Common Stock)	$24.672	2022-09-14	Class A Common Stock (6250.0)	6250	Direct
Option (Right to purchase Class A Common Stock)	$40.792	2023-09-23	Class A Common Stock (6250.0)	6250	Direct

Footnotes

F1: Represents shares held for the benefit of the Reporting Person by the HEICO Corporation 401(k) based on a plan statement dated April 13, 2015.

F2: The Reporting Person owns directly Options entitling the Reporting Person to purchase an aggregate of 5,766 shares of Class A Common Stock at an exercise price of $21.9853 per share, as adjusted for stock splits and stock dividends. These Options become exercisable on various dates and expire on March 28, 2021.

F3: The Reporting Person owns directly Options entitling the Reporting Person to purchase an aggregate of 6,250 shares of Class A Common Stock at an exercise price of $24.6720 per share, as adjusted for stock splits and stock dividends. These Options become exercisable on various dates and expire on September 14, 2022.

F4: The Reporting Person owns directly Options entitling the Reporting Person to purchase an aggregate of 6,250 shares of Class A Common Stock at an exercise price of $40.7920 per share, as adjusted for stock splits and stock dividends. These Options become exercisable on various dates and expire on September 23, 2023.