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MEDIFAST INC Director's Dealing 2014

Jun 12, 2014

33899_dirs_2014-06-12_e2fa3d7b-3f56-45ad-bdb1-8b345485da4d.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MEDIFAST INC (MED)
CIK: 0000910329
Period of Report: 2013-02-19

Reporting Person: MCDANIEL JOHN P (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-02-19 Common Stock A 750 $0.00 Acquired 19864 Direct
2013-03-31 Common Stock A 456 $0.00 Acquired 20320 Direct
2013-06-30 Common Stock A 396 $0.00 Acquired 20716 Direct
2013-09-30 Common Stock A 379 $0.00 Acquired 21095 Direct
2013-12-31 Common Stock A 391 $0.00 Acquired 21486 Direct
2014-02-05 Common Stock A 750 $0.00 Acquired 22236 Direct
2014-03-31 Common Stock A 351 $0.00 Acquired 22587 Direct
2014-06-10 Common Stock S 3500 $31.7409 Disposed 19087 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-02-05 Stock Option $26.52 A 5000 Acquired 2024-02-05 Common Stock (5000) Direct

Footnotes

F1: Represents shares granted to the reporting person for satisfactory participation on the Board of Directors under the 2012 Share Incentive Plan. These shares will vest in full on 1/1/2015.

F2: Represents shares granted to the reporting person for satisfactory participation on the Board of Directors under the 2012 Share Incentive Plan. These shares will vest in full on 2/5/2014.

F3: Represents shares granted to the reporting person for satisfactory participation on the Board of Directors under the 2012 Share Incentive Plan. These shares will vest in full on 1/1/2016.

F4: Represents shares granted to the reporting person for satisfactory participation on the Board of Directors under the 2012 Share Incentive Plan. These shares will vest in full on 2/5/2015.

F5: Represents the weighted average of multiple sales transactions ranging in price from $31.6600 to $31.8050. The reporting person agrees to provide upon request by the SEC Staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price within the range.

F6: These options will vest in three equal annual installments, beginning on the first anniversary of the grant date.