Otter Tail Corp — Director's Dealing 2014

Feb 7, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Otter Tail Corp (OTTR)
CIK: 0001466593
Period of Report: 2014-02-06

Reporting Person: MOUG KEVIN G (CFO & Sr VP)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-06	Performance Rights	$	A	12847	Acquired		Common Stock (12847)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	37253	Direct
Common Stock	267.0223	Indirect
Common Stock	293.3806	Indirect

Footnotes

F1: Total direct holdings include shares jointly held with spouse, shares acquired individually through the Employee Stock Purchase Plan and shares acquired pursuant to Restricted Stock Awards and Performance Award distributions.

F2: This is a Performance Share Award and has no conversion or exercise price at this time.

F3: There is no specific "Exercisable Date" on this Performance Share Award.

F4: There is no specific "Expiration Date" on this Performance Share Award.

F5: The grant price of this award was based on fair market value at the time of the grant which was $22.51.

F6: Performance Share Award acquired under the 1999 Stock Incentive Plan. This award was reaffirmed at the Board of Directors meeting held 2/6/2014 - 2/7/2014 and is based on performance period of 1/1/2011 - 12/31/2013.