VALMONT INDUSTRIES INC — Director's Dealing 2012

Aug 13, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VALMONT INDUSTRIES INC (VMI)
CIK: 0000102729
Period of Report: 2012-08-09

Reporting Person: McClain Terry (Sr. VP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-09	Common Stock	M	7700	$57.46	Acquired	64536	Direct
2012-08-09	Common Stock	F	4828	$126.00	Disposed	59708	Direct
2012-08-09	Common Stock	M	4168	$80.83	Acquired	63876	Direct
2012-08-09	Common Stock	F	3222	$126.00	Disposed	60654	Direct
2012-08-09	Common Stock	M	4217	$85.32	Acquired	64871	Direct
2012-08-09	Common Stock	F	3419	$126.00	Disposed	61452	Direct
2012-08-10	Common Stock	S	20000	$126.65	Disposed	41452	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-09	Non-Qualfied Stock Option (right to buy)	$57.46	M	7700	Disposed	2015-12-14	Common Stock (7700)	Direct
2012-08-09	Non-Qualified Stock Option (right to buy)	$80.83	M	4168	Disposed	2016-12-13	Common Stock (4168)	Direct
2012-08-09	Non-Qualfied Stock Option (right to buy)	$85.32	M	4217	Disposed	2017-12-13	Common Stock (4217)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	226	Indirect

Footnotes

F1: The option vested in three annual installments commencing December 14, 2009.

F2: The option vested and vests in three annual installments commencing December 13, 2010.

F3: The option vested and vests in three annual installments commencing December 13, 2011.