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

Jun 9, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2017-06-08

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-06-08	Common Stock	M	10000	—	Acquired	151876	Direct
2017-06-08	Common Stock	F	3310	$10.64	Disposed	148566	Direct
2017-06-08	Common Stock	M	10000	—	Acquired	158566	Direct
2017-06-08	Common Stock	F	3310	$10.64	Disposed	155256	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-06-08	Restricted Stock Units	$	M	10000	Disposed		Common Stock (10000)	Direct
2017-06-08	Restricted Stock Units	$	M	10000	Disposed		Common Stock (10000)	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, 2017. Of these RSUs, 10,000 were released on June 8, 2017.

F3: 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.

F4: Includes 17,074 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 15,247 shares held in Issuer's 401(k) Plan.