PHOTRONICS INC - Director's Dealing 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHOTRONICS INC (PLAB)
CIK: 0000810136
Period of Report: 2014-12-18

Reporting Person: SMITH SEAN T (Senior Vice President & CFO)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-18	Common Stock	A	16050	$0.76	Acquired	112931	Direct
2014-12-18	Common Stock	S	16050	$8.25	Disposed	96881	Direct
2014-12-19	Common Stock	A	6250	—	Acquired	103131	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-18	Stock Options (Right to Buy)	$0.76	X	16050	Disposed	2018-11-10	Common Stock (16050)	Direct
2014-12-19	Stock Options (Right to Buy)	$8.23	A	37500	Acquired	2024-12-19	Common Stock (37500)	Direct

F1: The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by Mr. Smith.

F2: Net proceeds of sale to offset a tax liability from restricted stock vesting and to fund children's education.

F3: The stock options vest 25% over 4 years on the anniversary date of the grant.