KORN FERRY — Director's Dealing 2014

Aug 18, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KORN FERRY INTERNATIONAL (KFY)
CIK: 0000056679
Period of Report: 2014-07-09

Reporting Person: MULROONEY BYRNE K (CEO of Futurestep)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-09	Common Stock, par value $0.01 per share	F	1138	$29.95	Disposed	56822	Direct
2014-07-11	Common Stock, par value $0.01 per share	A	4840	$0.00	Acquired	56822	Direct

Footnotes

F1: Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on July 9, 2014, of 3,432 shares of restricted stock held by the Reporting Person.

F2: Represents the number of shares beneficially owned by the Reporting Person as of August 18, 2014.

F3: Represents performance shares that vested on July 11, 2014. Such shares were originally granted on July 11, 2011 as compensation for services.