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TERADYNE, INC Director's Dealing 2013

Jan 29, 2013

14837_dirs_2013-01-29_a12f5a69-2ffc-43be-b0a5-da095f00bc5b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TERADYNE, INC (TER)
CIK: 0000097210
Period of Report: 2013-01-25

Reporting Person: Vahey Walter G. (President, Systems Test Group)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-01-27 Common Stock M 3687 Acquired 33448 Direct
2013-01-28 Common Stock M 3398 Acquired 36846 Direct
2013-01-28 Common Stock F 1193 $16.30 Disposed 35653 Direct
2013-01-28 Common Stock F 1398 $16.30 Disposed 34255 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-01-25 Restricted Stock Units $0 A 10991 Acquired Common Stock (10991) Direct
2013-01-25 Non-qualified Stock Option (Right to Buy) $16.56 A 14943 Acquired 2020-01-25 Common Stock (14943) Direct
2013-01-27 Restricted Stock Units $0 M 3687 Disposed Common Stock (3687) Direct
2013-01-28 Restricted Stock Units $0 M 3398 Disposed Common Stock (3398) Direct

Footnotes

F1: Shares/units withheld but not issued to satisfy certain tax withholding obligations.

F2: Each RSU represents the right to receive one share of Teradyne, Inc. common stock.

F3: These RSU's were issued under Teradyne's 2006 Equity and Cash Compensation Incentive Plan, are time-based, and will vest in four equal installments beginning on January 25, 2014.

F4: This option is granted under Teradyne's 2006 Equity and Cash Compensation Incentive Plan, and is exercisable at the rate of 25% per year, commencing on the date of the first anniversary of the grant, January 25, 2014.

F5: Indicates conversion upon vesting of 25% of the time-based Restricted Stock Untis (RSU's) gratned on January 27, 2012. The remaining portion will vest in three equal installments annually on the anniversary of the grant.

F6: Indicates conversion upon vesting of 25% of the time-based Restricted Stock Units (RSU's) granted on January 28, 2011. The remaining portion will vest in two equal installments annually on the anniversary of the grant.