X0306 4 2015-07-23 1 0001068717 RTI INTERNATIONAL METALS INC RTI 0001389759 Whalen Chad 1000 WARREN AVENUE NILES OH 44446 0 1 0 0 Gen. Counsel & SVP - Govt. Rel Common Stock 2015-07-23 4 A 0 13904 0.00 A 36480 D Common Stock 2015-07-23 4 F 0 2455 28.48 D 34025 D Common Stock 2015-07-23 4 D 0 3202 D 30823 D Common Stock 2015-07-23 4 D 0 10702 D 20121 D Common Stock 2015-07-23 4 D 0 4814 D 15307 D Common Stock 2015-07-23 4 D 0 15307 D 0 D Employee Stock Option (Right to Buy) 83.41 2015-07-23 4 D 0 10000 D 2017-02-19 Common Stock 10000 0 D Employee Stock Option (Right to Buy) 51.17 2015-07-23 4 D 0 1900 D 2018-01-25 Common Stock 1900 0 D Employee Stock Option (Right to Buy) 25.18 2015-07-23 4 D 0 3500 D 2020-01-29 Common Stock 3500 0 D Employee Stock Option (Right to Buy) 28.47 2015-07-23 4 D 0 3477 D 2021-01-28 Common Stock 3477 0 D Employee Stock Option (Right to Buy) 24.62 2015-07-23 4 D 0 3392 D 2022-01-27 Common Stock 3392 0 D Employee Stock Option (Right to Buy) 29.13 2015-07-23 4 D 0 3275 D 2023-01-25 Common Stock 3275 0 D Employee Stock Option (Right to Buy) 31.19 2015-07-23 4 D 0 3913 D 2024-01-31 Common Stock 3913 0 D Employee Stock Option (Right to Buy) 22.21 2015-07-23 4 D 0 7510 D 2025-01-30 Common Stock 7510 0 D Deemed earned under 2013, 2014 and 2015 performance share awards as described in a merger agreement among the Issuer, Alcoa, Inc. and Ranger Ohio Corporation (the "Merger Agreement"). Shares of Issuer common stock deemed earned under 2013 performance share awards and disposed of pursuant to the Merger Agreement in exchange for the right to receive (i) 2.8315 shares of common stock of Alcoa, Inc. (market value $9.96 per share) and (ii) any applicable cash in lieu of fractional shares (together, the "Merger Consideration"). Shares underlying 2014 and 2015 performance share awards disposed of pursuant to the Merger Agreement by conversion into time-based awards in respect of 30,302 shares of common stock of Alcoa, Inc. (market value $9.96 per share). Restricted stock units disposed of pursuant to the Merger Agreement by conversion into restricted stock units in respect of 13,630 shares of common stock of Alcoa, Inc. (market value $9.96 per share). Shares of Issuer common stock disposed of pursuant to the Merger Agreement in exchange for the right to receive the Merger Consideration. This option is fully vested. Option converted into an option to purchase the number of shares of Alcoa, Inc. common stock equal to the number of shares underlying the option (rounded down to the nearest whole number of shares) multipled by 2.8315 at an exercise price equal to the exercise price (rounded up to the nearest whole cent) divided by 2.8315. This option originally provided for vesting in three equal installments beginning on January 24, 2014. This option originally provided for vesting in three equal installments beginning on January 31, 2015. This option originally provided for vesting in three equal installments beginning on January 30, 2016. /s/ Chad Whalen 2015-07-27