Otter Tail Corp — Director's Dealing 2019

Feb 8, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Otter Tail Corp (OTTR)
CIK: 0001466593
Period of Report: 2019-02-06

Reporting Person: Smestad Jennifer O. (VP, Gen Coun & Corp Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-06	Common Stock	M	300	—	Acquired	548	Direct
2019-02-06	Common Stock	F	164	$48.045	Disposed	384	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-06	Restricted Stock Units	$	M	300	Disposed		Common Stock (900)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	425	Indirect
Common Stock	2	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (250)	250	Direct
Restricted Stock Units	$		Common Stock (300)	300	Direct
Restricted Stock Units	$		Common Stock (225)	225	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Otter Tail Corporation common stock.

F2: These shares were withheld by the Corporation to pay taxes due upon vesting of this award, exempt pursuant to Rule 16b-3(e).

F3: Total direct holdings include shares held jointly with spouse acquired through the dividend reinvestment plan, Employee Stock Purchase Plan and shares acquired individually pursuant to Restricted Stock Awards.

F4: Restricted Stock Units vest in four equal annual installments which begin 2/06/2019.

F5: Restricted stock units vest four years from date shown above.

F6: Restricted stock units vest four years from date shown above.

F7: Restricted stock units vest four years from date shown above.