KRATOS DEFENSE & SECURITY SOLUTIONS, INC. — Director's Dealing 2016

Apr 28, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2016-04-26

Reporting Person: Carrai Phillip D (President, TTS Division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-26	Common Stock	M	8000	—	Acquired	95346	Direct
2016-04-26	Common Stock	F	2576	$5.06	Disposed	92770	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-26	Restricted Stock Units	$	M	8000	Disposed		Common Stock (8000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	23394	Indirect

Footnotes

F1: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Issuer's common stock.

F2: RSUs were granted and previously reported on a Form 4 filed January 5, 2016. Of these RSUs, 8,000 were released on April 26, 2016.

F3: Shares withheld for payment of minimum tax liability, in accordance with Issuer's trading policies, in connection with shares released as reported in this Form 4.

F4: Includes 11,277 shares purchased through Issuer's Employee Stock Purchase Plan and 13,208 shares held in Issuer's 401(k) Plan.