PHOTRONICS INC — Director's Dealing 2010

Mar 25, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2010-03-23

Reporting Person: MACRICOSTAS CONSTANTINE S (Director, CEO & President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-23	Common Stock	S	100	$5.3001	Disposed	1954000	Indirect
2010-03-23	Common Stock	S	100	$5.3201	Disposed	1953900	Indirect
2010-03-23	Common Stock	S	400	$5.35	Disposed	1953500	Indirect
2010-03-23	Common Stock	S	1000	$5.32	Disposed	1952500	Indirect
2010-03-23	Common Stock	S	9700	$5.31	Disposed	1942800	Indirect
2010-03-23	Common Stock	S	200	$5.3101	Disposed	1942600	Indirect
2010-03-23	Common Stock	S	4700	$5.30	Disposed	1937900	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	153746	Direct
Common Stock	50618	Indirect
Common Stock	34000	Indirect

Footnotes

F1: Represents all of the shares held by a limited partnership of which Mr. Macricostas owns limited partnership interests. Mr. Macricostas disclaims beneficial ownership of those shares not represented by his limited partnership interests.

F2: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on July 17, 2009.

F3: Represents all of the shares held by a corporation of which Mr. Macricostas owns a signficant interest. Mr. Macricostas disclaims beneficial ownership of those shares not represented by his ownership interest. This corporation serves as the general partner of the limited partnership referred to above.

F4: Mr. Macricostas disclaims beneficial ownership of these shares.