HEICO CORP — Director's Dealing 2015

Feb 12, 2015

SEC Form 4/A — Form 4/A

Issuer: HEICO CORP (HEI, HEI.A)
CIK: 0000046619
Period of Report: 2014-12-18

Reporting Person: MENDELSON VICTOR H (Director, Co-President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-23	Common Stock	G	3115	—	Disposed	279176	Direct
2014-12-18	Class A Common Stock	P	1910	$46.9878	Acquired	142386	Direct
2014-12-18	Class A Common Stock	P	635	$46.9878	Acquired	6750	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	156515	Indirect
Common Stock	88328	Indirect
Common Stock	1439	Indirect
Class A Common Stock	8990	Indirect
Common Stock	46258	Indirect
Class A Common Stock	43693	Indirect
Common Stock	472	Indirect
Common Stock	238245	Indirect
Class A Common Stock	70248	Indirect
Common Stock	14750	Indirect
Class A Common Stock	4335	Indirect

Footnotes

F1: This line item has been amended to reflect the Reporting Person's direct ownership of Common Stock following the subject transaction based on the Reporting Person's Form 5, filed with the Securities and Exchange Commission on February 12, 2015.

F2: This line item has been amended to reflect the Reporting Person's direct ownership of Class A Common Stock following the subject transaction based on the Reporting Person's Form 5, filed with the Securities and Exchange Commission on February 12, 2015.

F3: Represents shares owned by Mendelson International Corporation whose stock is owned solely by the Reporting Person and Eric Mendelson, the brother of the Reporting Person.

F4: Represents shares owned by VHM Management Limited Partners, a partnership whose sole general partner is a corporation controlled by the Reporting Person.

F5: This line item has been amended to reflect the Reporting Person's indirect ownership of Common Stock based on the Reporting Person's Form 5, filed with the Securities and Exchange Commission on February 12, 2015.

F6: This line item has been amended to reflect the Reporting Person's indirect ownership of Class A Common Stock based on the Reporting Person's Form 5, filed with the Securities and Exchange Commission on February 12, 2015.

F7: Represents shares held for the benefit of the Reporting Person by the HEICO Corporation 401(k), based on a plan statement dated January 16, 2015.

F8: This line item has been amended to reflect the Reporting Person's indirect ownership of Class A Common Stock following the subject transaction based on the Reporting Person's Form 5, filed with the Securities and Exchange Commission on February 12, 2015.

F9: Represents shares gifted by the Reporting Person to trusts for the benefit of the Reporting Person's immediate family members and whose Trustee is the Reporting Person.

F10: Represents shares owned by the Victor H. Mendelson Revocable Investment Trust which is owned solely by the Reporting Person.