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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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OMB APPROVAL
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| Estimated average burden hours per response... | 0.5 |
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(Print or Type Responses)
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1. Name and Address of Reporting Person *
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| Blakley Bruce G |
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2. Issuer Name and Ticker or Trading Symbol
CUBIC CORP /DE/ [CUB]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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__X__ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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9333 BALBOA AVENUE |
3. Date of Earliest Transaction (Month/Day/Year)
03/26/2020 |
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SAN DIEGO, CA 92123 |
4. If Amendment, Date Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
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7. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 03/26/2020 |
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| 4,282 | D |
$39.4505 (1) | 8,930 (2) | I | Blakley Living Trust DTD 2/9/16 (3) |
| Common Stock |
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| 1.23 | I | Blakley IRA (4) |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year)
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7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
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11. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Reporting Owners
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Blakley Bruce G
9333 BALBOA AVENUE
SAN DIEGO, CA 92123 |
X
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Signatures
| Hilary L. Hageman, Attorney-in-fact for Bruce G. Blakley | |
03/30/2020 |
| **Signature of Reporting Person | Date |
Explanation of Responses:
| * | 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). |
| (1) | Reflects the weighted average price of 4,282 shares of common stock of Issuer sold by the reporting person in multiple transactions on March 26, 2020 with sale prices ranging from $39.39 to $39.725 per share. Reporting Person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, Issuer, or a security holder of Issuer, full information regarding the number of shares sold at each separate price. |
| (2) | Reporting Person's Form 4 filed with the U.S. Securities and Exchange Commission on October 10, 2019 inadvertently listed the incorrect number of shares indirectly held by The Blakley Living Trust UA Feb. 9, 2016. This total correctly reflects the total shares indirectly held by The Blakley Living Trust UA Feb. 9, 2016. Reporting Person does not directly hold any shares. |
| (3) | The Blakley Living Trust UA Feb. 9, 2016, for which Reporting Person is Co-Trustee with spouse. |
| (4) | Represents shares held in the Rollover IRA FBO Bruce G. Blakley, of which Reporting Person is the sole owner with full voting and disposition rights. |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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