KRATOS DEFENSE & SECURITY SOLUTIONS, INC. — Director's Dealing 2013

Jan 8, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2013-01-04

Reporting Person: DEMARCO ERIC M (Director, President & CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-04	Stock Option (right to buy)	$4.98	A	25000	Acquired	2023-01-04	Common Stock (25000)	Direct
2013-01-04	Stock Option (right to buy)	$4.98	A	150000	Acquired	2023-01-04	Common Stock (150000)	Direct
2013-01-04	Stock Option (right to buy)	$4.98	A	76152	Acquired	2023-01-04	Common Stock (76152)	Direct
2013-01-04	Stock Option (right to buy)	$4.98	A	125000	Acquired	2023-01-04	Common Stock (125000)	Direct

Footnotes

F1: 25,000 stock options vest on the fifth anniversary of January 4, 2013.

F2: 150,000 stock options vest on the date on which the fair market value of the Issuer's common stock reaches $15.00 per share, provided that such vesting occurs on or before the six year anniversary of January 4, 2013.

F3: 76,152 stock options vest 25% on each of the first four anniversary dates of January 4, 2013.

F4: 125,000 stock options vest on the fifth anniversary of January 4, 2013.