KRATOS DEFENSE & SECURITY SOLUTIONS, INC. — Director's Dealing 2015

May 13, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2015-05-11

Reporting Person: Carter David M (President, DRSS Division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-11	Common Stock	M	9000	—	Acquired	46059	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-11	Restricted Stock Units	$	M	9000	Disposed		Common Stock (9000)	Direct

Footnotes

F1: Common Stock issued to reporting person pursuant to settlement of vested shares under RSUs that vest 100% on the five year anniversary of May 11, 2010, unless earlier vested pursuant to the terms of the RSU agreement.

F2: Each RSU represents a contingent right to receive one share of Issuer's common stock.

F3: Includes 6,963 shares purchased through Issuer's Employee Stock Purchase Plan and 7,544 shares held in Issuer's 401(k) Plan.