NWPX Infrastructure, Inc. — Director's Dealing 2013

Aug 29, 2013

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: NORTHWEST PIPE CO (NWPX)
CIK: 0001001385
Period of Report: 2013-08-27

Reporting Person: Dana Martin W (Exec VP, Tubular Products)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4159	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (488)		Direct
Restricted Stock Units	$		Common Stock (764)		Direct
Restricted Stock Units	$		Common Stock (1046)		Direct
Performance Shares	$		Common Stock (976)		Direct
Performance Shares	$		Common Stock (1147)		Direct
Performance Shares	$		Common Stock (2293)		Direct
Performance Shares	$		Common Stock (3139)		Direct

Footnotes

F1: Each Restricted Stock Unit represents a contingent right to receive one share of Northwest Pipe Company common stock.

F2: The Restricted Stock Units vest on January 1, 2014.

F3: The Restricted Stock Units vest in installments as follows: 1/2 on January 1, 2014 and 1/2 on January 1, 2015.

F4: The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2014, 1/3 on January 15, 2015 and 1/3 or January 15, 2016.

F5: The Performance Shares vest on January 1, 2014 in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on Northwest Pipe Company's total shareholder return for 2011-2013 relative to the total shareholder return of a peer group over the same period.

F6: The Performance Shares vest on January 1, 2014 in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on Northwest Pipe Company's total shareholder return for 2012-2013 relative to the total shareholder return of a peer group over the same period.

F7: The Performance Shares vest on January 1, 2015 in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on Northwest Pipe Company's total shareholder return for 2012-2014 relative to the total shareholder return of a peer group over the same period.

F8: The Performance Shares vest on January 15, 2016 in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on Northwest Pipe Company's total shareholder return for 2013-2015 relative to the total shareholder return of a peer group over the same period.