MEDIFAST INC — Director's Dealing 2017

Feb 21, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MEDIFAST INC (MED)
CIK: 0000910329
Period of Report: 2017-02-16

Reporting Person: MACDONALD MICHAEL C (Director, Exec Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-16	Common Stock	A	38000	—	Acquired	360488	Direct
2017-02-16	Common Stock	A	15620	—	Acquired	376108	Direct
2017-02-19	Common Stock	F	8000	$45.07	Disposed	368108	Direct

Footnotes

F1: Represents shares issued to the reporting person under the 2012 Share Incentive Plan after pre-established performance -based conditions were satisfied for the 2016 performance period.

F2: This one time retention stock grant, which was issued to the reporting person under the 2012 Share Incentive Plan, will vest annually in equal installments over a period of three years, beginning on the first anniversary of the grant date.