Mastech Digital, Inc. — Director's Dealing 2020

May 14, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Mastech Digital, Inc. (MHH)
CIK: 0001437226
Period of Report: 2020-05-12

Reporting Person: Gupta Vivek (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-12	Common Stock	M	6349	$3.63	Acquired	6349	Direct
2020-05-12	Common Stock	S	6349	$17.941	Disposed	0	Direct
2020-05-12	Common Stock	M	750	$3.63	Acquired	750	Direct
2020-05-12	Common Stock	S	750	$18.6748	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-12	Employee Stock Option (Right to Buy)	$3.63	M	6349	Disposed	2026-03-01	Common Stock (6349)	Direct
2020-05-12	Employee Stock Option (Right to Buy)	$3.63	M	750	Disposed	2026-03-01	Common Stock (750)	Direct

Footnotes

F1: The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $17.50 to $18.49, inclusive. The reporting person undertakes to provide to Mastech Digital, Inc., any security holder of Mastech Digital, Inc., 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 ranges set forth in footnote (1) to this Form 4.

F2: The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $18.50 to $18.91, inclusive. The reporting person undertakes to provide to Mastech Digital, Inc., any security holder of Mastech Digital, Inc., 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 ranges set forth in footnote (2) to this Form 4.

F3: 50,000 shares vested on March 1, 2017 and thereafter vest in equal 50,000 share installments through July 26, 2021.

F4: This amount has been adjusted pursuant to a stock split declared by Mastech Digital, Inc. on July 24, 2018.