PHOTRONICS INC — Director's Dealing 2011

Jul 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2011-07-13

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-07-13	Common Stock	M	150000	$.76	Acquired	359996	Direct
2011-07-14	Common Stock	G	2000	$7.66	Disposed	1391500	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-07-13	Stock Options (Right to Buy)	$.76	M	150000	Disposed	2018-11-10	Common Stock (150000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	50618	Indirect
Common Stock	29000	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: Mr. Macricostas disclaims beneficial ownership of these shares.

F4: The stock options vest 25% over 4 years on the anniversary date of the grant.