PHOTRONICS INC — Director's Dealing 2010

Dec 14, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2010-12-10

Reporting Person: KIRLIN PETER S (Senior VP, U.S. & Europe)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-10	Common Stock	X	12500	$.76	Acquired	22500	Direct
2010-12-10	Common Stock	S	12500	$6.832	Disposed	10000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-10	Stock Options (Right to Buy)	$.76	X	12500	Disposed	2018-11-10	Common Stock (12500)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $6.7287 to $6.97. The price reported above reflects the average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: The stock options vest 25% over 4 years on the anniversary date of the grant.