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PHOTRONICS INC Director's Dealing 2010

Oct 20, 2010

32000_dirs_2010-10-20_9d6e3bb2-df8b-4ac9-b433-aa3543128c5c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2010-10-18

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-10-18 Common Stock S 50000 $6.416 Disposed 1448000 Indirect
2010-10-18 Common Stock S 50000 $6.128 Disposed 1398000 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 153746 Direct
Common Stock 50618 Indirect
Common Stock 29000 Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $6.40 to $6.49, inclusive. The reporting person undertakes to provide to the issuer, any shareholder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F2: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $6.01 to $6.235, inclusive. The reporting person undertakes to provide to the issuer, any shareholder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F3: 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.

F4: The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on October 15, 2010.

F5: 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.

F6: Mr. Macricostas disclaims beneficial ownership of these shares.