HEICO CORP — Director's Dealing 2017

Apr 21, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEICO CORP (HEI, HEI.A)
CIK: 0000046619
Period of Report: 2017-04-19

Reporting Person: MENDELSON LAURANS A (Director, COB and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-04-19	Common Stock	S	31281	$69.0852	Disposed	1114195	Indirect
2017-04-20	Common Stock	S	2219	$69.192	Disposed	1111976	Indirect
2017-04-21	Common Stock	S	12500	$69.026	Disposed	1099476	Indirect
2016-12-15	Common Stock	G	2950	—	Disposed	838037	Indirect
2017-03-20	Common Stock	G	3625	—	Disposed	57550	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	592730	Direct
Class A Common Stock	249558	Direct
Class A Common Stock	713	Indirect
Class A Common Stock	169393	Indirect
Common Stock	968	Indirect
Class A Common Stock	1205	Indirect
Class A Common Stock	39746	Indirect

Footnotes

F1: All shares reflect the impact of a 5-for-4 stock split that was effected on April 19, 2017.

F2: Represents shares owned by LAM Limited Partners, a partnership whose sole general partner is a corporation controlled by Arlene Mendelson, the wife of the Reporting Person.

F3: Represents shares owned by LAM Alpha Limited Partners, a partnership whose sole general partner is a corporation controlled by the Reporting Person and reflects the contribution of 10,625 shares of HEICO Common Stock to the Laurans A. and Arlene H. Mendelson Charitable Foundation Inc. on December 5, 2016.

F4: Represents shares owned by Mendelson International Corporation, a corporation of which the Reporting Person is the Chairman of the Board. The Reporting Person disclaims beneficial ownership of securities held by Mendelson International Corporation.

F5: Represents shares held for the benefit of the Reporting Person by the HEICO Corporation 401(k), based on a plan statement dated April 19, 2017.

F6: Represents shares owned by the Laurans A. and Arlene H. Mendelson Charitable Foundation, Inc. (the Foundation), a non-profit Charitable Corporation and includes the receipt of 10,625 shares of HEICO Common Stock from LAM Alpha Limited Partners on December 5, 2016. The Reporting Person disclaims beneficial ownership of securities held by the Foundation.