SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Keating Neal J

(Last)

(First)

(Middle)

C/O KAMAN CORPORATION

1332 BLUE HILLS AVE

(Street)

BLOOMFIELD

06002

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KAMAN Corp [ KAMN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chm, Pres & CEO

3. Date of Earliest Transaction (Month/Day/Year)
06/06/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Kaman Common Stock	06/06/2017		A		8,026⁽¹⁾	A	$0	201,192.0579⁽²⁾⁽³⁾⁽⁴⁾	D
Kaman Common Stock								14,000	I	Held In Investment Management Account Of An LLC Wholly Owned By Mr. Keating And His Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁵⁾							⁽⁶⁾	⁽⁶⁾	Kaman Common Stock	15,000		15,000	D

Explanation of Responses:

1. Shares represent a long-term incentive plan payout under the Kaman Corporation 2013 Management Incentive Plan for the three-year performance period ended December 31, 2016. The number of shares payable in respect of the payout were fixed on June 6, 2017, but the reporting person must be employed with the Company until attaining age 62 in order to have a vested right to receive the shares.

2. Includes acquisition of 125.952 shares through June 6, 2017 by the reporting person pursuant to the periodic, automatic reinvestment of dividends paid on the Corporation's common stock under a program maintained by the reporting person's brokerage firm which is similar to the Corporation's Dividend Reinvestment Plan.

3. Includes acquisition of 448.4506 shares under the Corporation's Employees Stock Purchase Plan, a Rule 16b-3 qualified plan, through June 6, 2017.

4. Includes acquisition of 62.4834 shares under the Dividend Reinvestment Program, through June 6, 2017.

5. Each restricted stock unit represents a contingent right to receive one share of Kaman common stock.

6. The restricted stock units vest in full on October 13, 2017, which is the date of the reporting person's 62nd birthday. Vested shares will be delivered to the reporting person on the later of six months and one day following the reporting person's separation from service from the Company, or January 2nd of the year following such separation from service.

	/s/ Neal J. Keating	06/06/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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