TUTOR PERINI CORP — Director's Dealing 2010

Jan 6, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TUTOR PERINI Corp (TPC)
CIK: 0000077543
Period of Report: 2010-01-01

Reporting Person: SHAW CRAIG W (Chariman & CEO, Perini Bldg Co)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-01-01	Common Stock	M	50000	—	Acquired	120000	Direct
2010-01-04	Common Stock	S	20000	$18.43	Disposed	100000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-01-01	Restricted Stock Unit	$	M	50000	Disposed		Common Stock (50000)	Direct

Footnotes

F1: The restricted stock units convert into common stock of Tutor Perini Corporation (the "Company") on a 1 for 1 basis subject to the Company achieving certain performance criteria for fiscal year 2008.

F2: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 17, 2008, as amended November 19, 2009.

F3: Represents the weighted average sales price of shares sold at prices ranging from $18.27 to $18.55 per share. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F4: The restricted stock units were granted on April 5, 2006.

F5: The restricted stock units vested on January 1, 2010 based on the Company having achieved certain performance criteria for fiscal year 2008.