SUNation Energy, Inc. — Director's Dealing 2015

Apr 8, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMMUNICATIONS SYSTEMS INC (JCS)
CIK: 0000022701
Period of Report: 2015-04-03

Reporting Person: SAMPSON CURTIS A (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-04-03	Non-Qualified Stock Options	$12.9	D	4112	Disposed	2021-07-01	Common Stock (4112)	Direct
2015-04-03	Non-Qualified Stock Options	$11.7	D	3415	Disposed	2021-06-04	Common Stock (3415)	Direct
2015-04-03	Restricted Stock Units	$0	A	775	Acquired	2021-07-01	Common Stock (775)	Direct
2015-04-03	Restricted Stock Units	$0	A	598	Acquired	2021-06-04	Common Stock (598)	Direct

Footnotes

F1: Options and restricted stock units ("RSU") are issued to non-employee directors ("NEDs") under the Issuer's Executive Incentive Compensation Plan ("2011 Plan"). In March 2015, the CSI Board determined the number of shares covered by the 2014 option and RSU awards to CSI NEDs exceeded the 50000 share limit on allowable awards to all NEDs in a calendar year. To reduce the total number of shares to less than 50000 on 4/3/15, the Board, based on authority granted in the 2011 Plan, cancelled a total of 34551 options granted to NEDs in 2014 and issued additional RSUs covering 6282 shares to the NEDs, vesting on the same dates as the original RSUs granted. The dollar value of the new RSUs granted was equivalent to the value of the options cancelled. This cancellation of options and issuance of RSUs will have no material effect on the company's financial statements. The cancellation of options and issuance of RSUs for Reporting Person are part of the CSI Board's 4/3/15 actions.

F2: Each Restricted Stock Unit represents a contingent right to receive one share of Communications Systems, Inc. common stock.

F3: The Restricted Stock Units vest on May 31, 2015 as long as director continues service to the Board prior to the vesting date. The Restricted Stock Units have an additional year of restriction and stock will be issued on July 1, 2016.

F4: The Restricted Stock Units vest on the earlier of the first anniversary of the date of grant or the 2015 Annual Meeting of Shareholders as long as the director continues service to the Board prior to the vesting date. The Restricted Stock Units have an additional year of restriction and stock will be issued on June 4, 2016.