MEDIFAST INC — Director's Dealing 2016

Feb 3, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MEDIFAST INC (MED)
CIK: 0000910329
Period of Report: 2016-02-01

Reporting Person: SHEETZ MARGARET (President & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-01	Common Stock	S	4353	$28.82	Disposed	340742	Direct
2016-02-01	Common Stock	S	3980	$28.41	Disposed	336762	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5149	Indirect

Footnotes

F1: The sales reported in this Form 4 were made pursuant to a 10b5-1 plan adopted by the reporting person on June 9, 2015.

F2: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.61 to $29.03. 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.

F3: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.24 to $28.60. 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.