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

Apr 12, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2017-04-10

Reporting Person: Fendley Steven S. (President, US Division)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-04-10	Restricted Stock Units	$	A	25000	Acquired		Common Stock (25000)	Direct
2017-04-10	Restricted Stock Units	$	A	25000	Acquired		Common Stock (25000)	Direct
2017-04-10	Restricted Stock Units	$	A	100000	Acquired		Common Stock (100000)	Direct

Footnotes

F1: Each restricted stock unit (RSU) represents a contingent right to receive one share of Issuer's common stock.

F2: RSUs vest 20% on each anniversary of the date of grant, unless earlier vested or terminated pursuant to the terms of the RSU agreement.

F3: RSUs vest 25% on each anniversary of the date of grant, unless earlier vested or terminated pursuant to the terms of the RSU agreement.

F4: 50,000 RSUs vest 100% on the five year anniversary of the date of grant, unless earlier vested or terminated pursuant to the terms of the RSU agreement. The other 50,000 RSUs vest 20% upon each 10% increase in the closing market price of the Issuer's common stock measured from the RSU grant date through the 10-year anniversary of the RSU grant date, unless earlier vested or terminated pursuant to the terms of the RSU agreement (provided that such increase in the closing market price of common stock is sustained for twenty consecutive trading days).