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TETRA TECH INC Director's Dealing 2017

Nov 22, 2017

30629_dirs_2017-11-22_7537b381-09c5-453f-9718-8b50604307dd.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TETRA TECH INC (TTEK)
CIK: 0000831641
Period of Report: 2017-11-21

Reporting Person: CHRISTENSEN CRAIG L (SVP, CIO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-11-21 COMMON STOCK A 5298 Acquired 36503 Direct
2017-11-21 COMMON STOCK A 5006 Acquired 41509 Direct
2017-11-21 COMMON STOCK F 3873 $50 Disposed 37636 Direct
2017-11-21 COMMON STOCK F 249 $50 Disposed 37387 Direct

Footnotes

F1: Each performance share unit ("PSU") represents the right to receive one share of Common Stock. The PSUs awarded cliff-vest after a 3-year performance period. The Performance Period was the Company's fiscal years 2015, 2016 and 2017. The number of PSUs earned by the Awardee was determined at the end of the Performance Period by measuring earnings per share ("EPS") growth, which was 35% year-over-year growth. Therefore, 200% of the 2,649 PSUs awarded on November 21, 2014 were earned and vested on November 21, 2017.

F2: Each performance share unit ("PSU") represents the right to receive one share of Common Stock. The PSUs awarded cliff-vest after a 3-year performance period. The Performance Period was the Company's fiscal years 2015, 2016 and 2017. The number of PSUs earned by the Awardee for the Performance Period was determined at the end of the Performance Period by measuring relative total shareholder return ("TSR"), with equal weight given to the selected industry peer group and to the S&P 1000. The TSR peer group performance percentile was 89%, and the TSR S&P 1000 performance percentile was 82%. Straight line interpolation determined the vesting credit percentage. Therefore, 189% of the 2,649 PSUs awarded on November 21, 2014 were earned and vested on November 21, 2017.

F3: 3,873 of the shares underlying PSUs which vested on 11/21/2017 were withheld to pay the related tax liability.

F4: 249 of the shares underlying restricted stock which vested on 11/21/2017 were withheld to pay the related tax liability.