KENNAMETAL INC — Director's Dealing 2012

Nov 28, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KENNAMETAL INC (kmt)
CIK: 0000055242
Period of Report: 2012-11-27

Reporting Person: DEFEO RONALD M (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-27	Stock Credits	$	A	390.104	Acquired		Common Stock (390.104)	Direct

Footnotes

F1: 1-For-1.

F2: The Stock Credits become payable in Common Stock: (i) in the event of a change of control of the company; or (ii) on the date that the reporting person ceases (other than by reason of death) to be a director ("retirement"), unless the reporting person has elected to receive the common stock represented by the stock credits following retirement.

F3: Includes 13.022 of stock credits acquired pursuant to a dividend reinvestment feature of the Kennametal Inc. Stock Incentive Plan of 2002 and 73.245 of stock credits acquired pursuant to a dividend reinvestment feature of the Kennamtal Inc. Directors Stock Incentive , as amended. The Company maintains a separate Dividend Reinvestment Plan available to its shareholders that satisifies the requirement of Rule 16a-11 of the Securities and Exchange Act of 1934, as amended.