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LCI INDUSTRIES Director's Dealing 2014

Nov 21, 2014

31583_dirs_2014-11-21_5a32788d-4ea3-4c2c-886c-2283a872cdf4.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DREW INDUSTRIES INC (DW)
CIK: 0000763744
Period of Report: 2014-11-19

Reporting Person: LIPPERT JASON (Director, Chief Executive Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-11-19 Common Stock M 2800 $19.17 Acquired 82967 Direct
2014-11-19 Common Stock M 3200 $15.49 Acquired 86167 Direct
2014-11-19 Common Stock S 6000 $47.04 Disposed 80167 Direct
2014-11-20 Common Stock M 2399 Acquired 82566 Direct
2014-11-20 Common Stock F 1130 $46.95 Disposed 81436 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-11-19 Employee Stock Options $15.49 M 3200 Disposed 2015-11-18 Common Stock (3200.0) Direct
2014-11-19 Employee Stock Options $19.17 M 2800 Disposed 2017-11-15 Common Stock (2800.0) Direct
2014-11-19 Deferred Stock Units $0.0 A 5600 Acquired 2019-11-20 Common Stock (5600.0) Direct
2014-11-20 Deferred Stock Units $0.0 A 5600 Acquired 2019-12-31 Common Stock (5600.0) Direct
2014-11-20 Deferred Stock Units $0.0 M 2398.70 Disposed 2014-11-20 Common Stock (2399.0) Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $47.00 to $47.13; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.

F2: Employee Stock Options become exercisable at the rate of 20% per year for 5 years.

F3: Each Deferred Stock Unit represents a contingent right to receive one share of DW common stock.

F4: These Deferred Stock Units vest at the rate of 20% per year for 5 years.

F5: These performance-based Deferred Stock Units will vest at the rate of two (2) percent for each $0.01 that the Company's earnings per diluted share in any year in the period 2015 - 2019 exceeds the greater of $2.60 or the highest earnings per diluted share for any prior year in the vesting period.