RUSH ENTERPRISES INC \TX\ — Director's Dealing 2016

Mar 18, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RUSH ENTERPRISES INC \TX\ (RUSH)
CIK: 0001012019
Period of Report: 2016-03-13

Reporting Person: McRoberts Michael (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-15	Class B Common Stock	A	10400	—	Acquired	42683	Direct
2016-03-13	Class B Common Stock	F	1305	$17.72	Disposed	41378	Direct
2016-03-15	Class B Common Stock	F	2259	$17.57	Disposed	39119	Direct
2016-03-15	Class B Common Stock	F	1204	$17.57	Disposed	37915	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-15	Option (right to buy)	$17.65	A	13000	Acquired	2026-03-15	Class A Common Stock (13000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	4205	Direct

Footnotes

F1: Reflects the grant of restricted stock units (RSUs) that will entitle the reporting person to receive one share of the Company's Class B Common Stock for each RSU that vests. The RSUs vest in increments of 1/3 on each of the first, second, and third anniversary of the grant date, which is March 15, 2016.

F2: Includes unvested restricted stock units.

F3: Shares reported are shares not distributed to the reporting person in order to satisfy the reporting person's tax obligations with respect to vesting associated with the grant that occurred on March 13, 2015.

F4: The price reported was the closing share price on March 14, 2016.

F5: Shares reported are shares not distributed to the reporting person in order to satisfy the reporting person's tax obligations with respect to vesting associated with the grant that occurred on March 15, 2013.

F6: Shares reported are shares not distributed to the reporting person in order to satisfy the reporting person's tax obligations with respect to vesting associated with the grant that occurred on March 15, 2014.

F7: Includes 477 shares acquired on July 1, 2015, under the Rush Enterprises, Inc. Employee Stock Purchase Plan ("ESPP") and 571 shares acquired on January 1, 2016, under the ESPP.

F8: Options may be exercised in increments of 1/3 on each anniversary of the grant date beginning on the third anniversary of the grant date. The grant date is ten years prior to the expiration date.