PHOTRONICS INC — Director's Dealing 2012

Jan 11, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2012-01-09

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-09	Common Stock	M	12500	$.76	Acquired	32500	Direct
2012-01-09	Common Stock	S	12500	$6.4118	Disposed	20000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-09	Stock Options (Right to Buy)	$.76	M	12500	Disposed	2018-11-10	Common Stock (12500)	Direct

Footnotes

F1: Certain proceeds of sale for children's college fund contribution.

F2: This transaction was executed in multiple trades ranging from $6.26 to $6.55. 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: The stock options vest 25% over 4 years on the anniversary date of the grant.