KENNAMETAL INC — Director's Dealing 2018

Aug 3, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KENNAMETAL INC (KMT)
CIK: 0000055242
Period of Report: 2018-08-01

Reporting Person: Dragich Peter A (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-08-01	Common Stock	M	10306	$37.74	Acquired	39742	Direct
2018-08-01	Common Stock	F	2937	$37.74	Disposed	36805	Direct
2018-08-01	Common Stock	M	9306	$37.74	Acquired	46111	Direct
2018-08-01	Common Stock	F	2649	$37.74	Disposed	43462	Direct
2018-08-01	Common Stock	J	14093	—	Acquired	57555	Direct
2018-08-01	Common Stock	J	6402	—	Disposed	51153	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-01	Restricted Stock Units	$	M	9306	Disposed		Common Stock (9306)	Direct

Footnotes

F1: Represents 8,498 shares deemed to have been earned by the Compensation Committee on July 31, 2018, with respect to the second tranche of the Performance Unit Award granted to the reporting person on August 1, 2016 under the Amended and Restated Kennametal Inc. Stock and Incentive Plan of 2010 (the "2016 Performance Unit Award"); and 5,595 shares deemed to have been earned by the Compensation Committee on July 31, 2018, with respect to the first tranche of the Performance Unit Award granted to the reporting person on August 1, 2017 under the Kennametal Inc. Stock and Incentive Plan of 2016 (the "2017 Performance Unit Award"). The vesting and actual payout of these shares remains subject to the reporting person's continued employment with the Company through August 1, 2019 with respect to the 2016 Performance Unit Award and August 1, 2020 with respect to the 2017 Performance Unit Award.

F2: Represents 6,402 performance unit shares previously reported on Form 4 as deemed earned shares under Kennametal's 2015 Performance Unit Awards that have met the performance requirements for distribution as common shares. Distributed performance unit shares are separately reported on Form 4 as acquired common stock.

F3: Includes 21,142 shares of Performance Unit shares not yet disbursed.

F4: 1 - for - 1

F5: These restricted stock units are subject to time based vesting and are dispersed in three equal annual installments, commencing on the first anniversary of the grant date subject to continued employment with the company.