KRATOS DEFENSE & SECURITY SOLUTIONS, INC. — Director's Dealing 2017

Jun 29, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2017-06-27

Reporting Person: Goodwin Benjamin M. (President, PSS Division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-06-27	Common Stock	M	3000	—	Acquired	82534	Direct
2017-06-27	Common Stock	F	1127	$10.82	Disposed	81407	Direct
2017-06-27	Common Stock	M	3000	—	Acquired	84407	Direct
2017-06-27	Common Stock	F	1127	$11.16	Disposed	83280	Direct
2017-06-27	Common Stock	M	2000	—	Acquired	85280	Direct
2017-06-27	Common Stock	F	751	$11.21	Disposed	84529	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-06-27	Restricted Stock Units	$	M	3000	Disposed		Common Stock (3000)	Direct
2017-06-27	Restricted Stock Units	$	M	3000	Disposed		Common Stock (3000)	Direct
2017-06-27	Restricted Stock Units	$	M	2000	Disposed		Common Stock (2000)	Direct

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, 2017. Of these RSUs, two tranches of 3,000 shares each were released on June 27, 2017.

F3: RSUs were granted and previously reported on a Form 4 filed January 7, 2014. Of these RSUs, one tranche of 2,000 shares was released on June 27, 2017.

F4: Shares withheld in a net transaction to satisfy the minimum tax liability, in accordance with Issuer's trading policies, in connection with shares released as reported in this Form 4.

F5: Includes 2,352 shares purchased through Issuer's Employee Stock Purchase Plan.