HEXCEL CORP /DE/ — Director's Dealing 2013

Mar 14, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEXCEL CORP /DE/ (HXL)
CIK: 0000717605
Period of Report: 2013-03-13

Reporting Person: Pensky Wayne C (SVP, CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-13	Common Stock	M	100	$14.51	Acquired	107708	Direct
2013-03-13	Common Stock	S	100	$29	Disposed	107608	Direct
2013-03-14	Common Stock	M	8152	$14.51	Acquired	115760	Direct
2013-03-14	Common Stock	S	8152	$29	Disposed	107608	Direct
2013-03-14	Common Stock	M	15400	$7.38	Acquired	123008	Direct
2013-03-14	Common Stock	S	15400	$29.29	Disposed	107608	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-13	Non-Qualified Stock Option	$14.51	M	100	Disposed	2015-01-06	Common Stock (100)	Direct
2013-03-14	Non-Qualified Stock Option	$14.51	M	8152	Disposed	2015-01-06	Common Stock (8152)	Direct
2013-03-14	Non-Qualified Stock Option	$7.38	M	15400	Disposed	2014-01-06	Common Stock (15400)	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 30, 2012.

F2: Non-Qualified Options ("NQOs") granted in a transaction exempt under Rule 16b.

F3: This Non-Qualified Stock Option became vested with respect to one third of the underlying shares of Common Stock on each of the first three anniversaries of the grant date. The grant date was ten years prior to the expiration date.