ITRON, INC. — Director's Dealing 2018

Aug 25, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITRON INC /WA/ (ITRI)
CIK: 0000780571
Period of Report: 2018-08-22

Reporting Person: MEZEY PHILIP (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-08-22	Common Stock	M	16694	$35.05	Acquired	93341	Direct
2018-08-22	Common Stock	S	2168	$65.00	Disposed	91173	Direct
2018-08-22	Common Stock	S	10659	$65.01	Disposed	80514	Direct
2018-08-22	Common Stock	S	2000	$65.093	Disposed	78514	Direct
2018-08-22	Common Stock	S	1867	$65.217	Disposed	76647	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-22	Stock Option (Right to Buy)	$35.05	M	16694	Disposed	2024-02-21	Common Stock (16694)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	53354	Indirect

Footnotes

F1: Represents the number of stock options exercised under a Rule 10b5-1 Trading Plan entered into previously.

F2: Represents the number of shares sold under a Rule 10b5-1 Trading Plan entering into previously.

F3: This award was granted on February 21, 2014 with one-third of the option becoming exercisable on each of February 21, 2015, February 21, 2016, and February 21, 2017.