POWELL INDUSTRIES INC — Director's Dealing 2016

Jul 6, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: POWELL INDUSTRIES INC (POWL)
CIK: 0000080420
Period of Report: 2016-02-23

Reporting Person: COPE BRETT ALAN (Sr VP, COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-23	Common Stock	D	1700	$0.00	Disposed	11503	Direct
2016-02-23	Common Stock	A	5600	$0.00	Acquired	17103	Direct
2016-07-01	Common Stock	A	5000	$0.00	Acquired	22103	Direct

Footnotes

F1: Transaction involved an amendment of an outstanding grant of RSU awards that were originally granted on October 1, 2015, resulting in the deemed cancellation and regrant of the award.

F2: Represents time-based RSU awards that will vest in three equal annual installments on the first, second and third anniversaries of October 1, 2015, subject to the Reporting Person's continued employment with the Company.

F3: Represents time-based RSUs that vests 100% on the third anniversary date from the date of grant.