IDT CORP — Director's Dealing 2020

Jan 8, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IDT CORP (IDT)
CIK: 0001005731
Period of Report: 2020-01-06

Reporting Person: MASON JOYCE J (EVP and Corporate Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-06	Class B Common Stock, par value $.01 per share	M	1500	—	Acquired	31086	Direct
2020-01-06	Class B Common Stock, par value $.01 per share	F	671	$7.12	Disposed	30415	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-06	Deferred Stock Units	$	M	1500	Disposed	2022-01-05	Class B Common Stock (1500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common Stock, par value $.01 per share	9647	Indirect
Class B Common Stock, par value $.01 per share	4703	Indirect

Footnotes

F1: Of the 3,000 deferred stock units ("DSUs") that were eligible to vest on January 6, 2020, the Reporting Person elected to vest 1,500 DSUs on January 6, 2020 and roll 1,500 DSUs to the next vesting date on January 5, 2021. The Reporting Person received one share of Class B Common Stock for each DSU that she elected to vest (100%) because the market price for the Company's Class B common stock on the vesting date was $7.12, which exceeded the grant date fair market value of $6.51 and was less than the next threshold of $7.32, which would have vested 112.5% of the DSUs instead of 100%.

F2: Consists of 13,752 fully vested shares of Restricted Stock, 1,500 fully vested shares of stock issued upon the conversion of DSUs, 1,396 shares purchased through the Issuer's Employee Stock Purchase Program and 14,438 shares held by Ms. Mason directly.

F3: Represents shares withheld by the Issuer for tax purposes upon vesting of DSUs.

F4: Consists of 13,752 fully vested shares of Restricted Stock, 829 fully vested shares of stock issued upon the conversion of DSUs, 1,396 shares purchased through the Issuer's Employee Stock Purchase Program and 14,438 shares held by Ms. Mason directly.

F5: As of December 31, 2019.