TERADYNE, INC — Director's Dealing 2018

Jan 30, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TERADYNE, INC (TER)
CIK: 0000097210
Period of Report: 2018-01-26

Reporting Person: Gray Charles Jeffrey (VP,General Counsel & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-26	Common Stock	S	596	$47.2504	Disposed	31593	Direct
2018-01-26	Common Stock	S	1593	$47.26	Disposed	30000	Direct
2018-01-26	Common Stock	M	2851	$19.16	Acquired	32851	Direct
2018-01-26	Common Stock	S	2851	$47.2527	Disposed	30000	Direct
2018-01-26	Common Stock	G	900	—	Disposed	29100	Direct
2018-01-29	Common Stock	M	3603	$46.86	Acquired	32703	Direct
2018-01-29	Common Stock	F	1062	$46.86	Disposed	31641	Direct
2018-01-29	Common Stock	M	2626	$46.86	Acquired	34267	Direct
2018-01-29	Common Stock	F	774	$46.86	Disposed	33493	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-26	Non-qualified Stock Option (Right to Buy)	$19.16	M	2851	Disposed	2021-01-24	Common Stock (2851)	Direct
2018-01-26	Restricted Stock Units	$0	A	6510	Acquired		Common Stock (6510)	Direct
2018-01-26	Non-qualified Stock Option (Right to Buy)	$47.70	A	6163	Acquired	2025-01-26	Common Stock (6163)	Direct
2018-01-29	Restricted Stock Units	$0	M	3603	Disposed		Common Stock (3603)	Direct
2018-01-29	Restricted Stock Units	$0	M	2626	Disposed		Common Stock (2626)	Direct

Footnotes

F1: Represents a charitable gift by the reporting person.

F2: Shares/units withheld but not issued to satisfy certain tax withholding obligations.

F3: 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 24, 2015.

F4: Each Restricted Stock Unit (RSU) represents the right to receive one share of Teradyne, Inc. common stock.

F5: 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 26, 2019.

F6: 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 26, 2019.

F7: Indicates conversion upon vesting of 25% of the time-based RSU's granted on January 29, 2016. The remaining portion will vest in two equal installments annually on the anniversary of the grant.

F8: Indicates conversion upon vesting of 25% of the time-based RSU's granted on January 27, 2017. The remaining portion will vest in three equal installments annually on the anniversary of the grant.