PHOTRONICS INC — Director's Dealing 2011

Dec 13, 2011

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2011-10-30

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-26	Common Stock	G	1000	$6.62	Disposed	1096400	Indirect
2011-08-26	Common Stock	G	1000	$6.62	Disposed	1095400	Indirect
2011-08-26	Common Stock	G	1000	$6.62	Disposed	1094400	Indirect
2011-10-14	Common Stock	J	24802	—	Disposed	25816	Indirect
2011-10-14	Common Stock	J	24802	—	Acquired	392906	Direct
2011-10-14	Common Stock	J	10124	—	Disposed	15692	Indirect
2011-10-14	Common Stock	J	10124	—	Disposed	5568	Indirect
2011-10-14	Common Stock	J	1094400	—	Disposed	0	Indirect
2011-10-14	Common Stock	J	1094400	—	Acquired	1487306	Direct
2011-10-14	Common Stock	J	5568	—	Disposed	0	Indirect
2011-10-14	Common Stock	J	5568	—	Acquired	34568	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: 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.

F3: The shares represent the distribution of the assets to the shareholders of Macricostas Management, Inc. upon its dissolution.

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

F5: The shares represent the reporting person's distribution of the assets of Macricostas Management, Inc. received upon its dissolution.

F6: The shares represent the reporting person's distribution of the assets of Macricostas Partners L.P. upon its dissolution.

F7: The shares represent the distribution of the assets received by the reporting person as the general partner of Macricostas Partners L.P. upon its dissolution.