PHOTRONICS INC — Director's Dealing 2012

Jan 27, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2012-01-25

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-25	Common Stock	S	50000	$7.2015	Disposed	1243556	Direct
2012-01-26	Common Stock	S	48000	$7.2274	Disposed	1195556	Direct
2012-01-27	Common Stock	S	2000	$7.20	Disposed	1193556	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	34568	Indirect

Footnotes

F1: The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on January 10, 2012.

F2: This transaction was executed in multiple trades. The price reported above reflects the weighted average sale price. The reporting person 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 the prices at which the transaction was effected.

F3: Mr. Macricostas disclaims beneficial ownership of these shares.