MASTEC INC — Director's Dealing 2014

Mar 24, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MASTEC INC (MTZ)
CIK: 0000015615
Period of Report: 2014-03-20

Reporting Person: MAS JOSE RAMON (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-20	Common Stock	F	4447	$42.44	Disposed	2326848	Direct
2014-03-20	Common Stock	F	5706	$42.44	Disposed	2321142	Direct
2014-03-20	Common Stock	M	10341	$9.67	Acquired	2331483	Direct
2014-03-20	Common Stock	F	2357	$42.44	Disposed	2329126	Direct
2014-03-20	Common Stock	M	10341	$9.67	Acquired	2339467	Direct
2014-03-20	Common Stock	M	129318	$9.67	Acquired	2468785	Direct
2014-03-20	Common Stock	F	71354	$42.44	Disposed	2397431	Direct
2014-03-21	Common Stock	S	28398	$42.7374	Disposed	2369033	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-20	Incentive Stock Option (right to buy)	$9.67	M	10341	Disposed	2015-08-05	Common Stock (10341)	Direct
2014-03-20	Non-Qualified Stock Option (right to buy)	$9.67	M	10341	Disposed	2015-08-05	Common Stock (10341)	Direct
2014-03-20	Non-Qualified Stock Option (right to buy)	$9.67	M	129318	Disposed	2015-08-05	Common Stock (129318)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1073767	Indirect
Common Stock	425000	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.54 to $42.88 inclusive. The reporting person undertakes to provide to MasTec, Inc. ("MasTec"), any security holder of MasTec or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (1) to this Form 4.

F2: Shares owned of record by Jose Ramon Mas Holdings I Limited Partnership, a Texas limited partnership ("Jose Ramon Mas Holdings"). The sole general partner of Jose Ramon Mas Holdings is Jose Ramon Mas Holdings Corporation, a Texas corporation which is wholly-owned by Mr. Jose Ramon Mas.

F3: Shares held by Jose Mas Irrevocable Trust, of which the reporting person's spouse is one of the trustees. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purpose of Section 16 or for any other purpose.