ITRON, INC. — Director's Dealing 2015

Feb 23, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITRON INC /WA/ (ITRI)
CIK: 0000780571
Period of Report: 2015-02-19

Reporting Person: VANOS RUSSELL E (Sr. VP ? Strategy & Bus Dev)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-19	Common Stock	A	2656	—	Acquired	12178.8771	Direct
2015-02-20	Common Stock	F	254	$34.7785	Disposed	11924.8771	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-19	Stock Option (Right to Buy)	$35.29	A	7715	Acquired	2025-02-19	Common Stock (7715)	Direct

Footnotes

F1: Represents shares sold to cover taxes owed on vested stock award.

F2: One-third of the option is exercisable on each of February 19, 2016, 2017, and 2018.