X0306 4 2015-02-10 0 0001487101 KEYW HOLDING CORP KEYW 0001212923 DECHELLO KIMBERLY 7740 MILESTONE PARKWAY SUITE 400 HANOVER MD 21076 0 1 0 0 CAO/Secretary Common stock, par value $0.001 2015-02-10 4 S 0 3879 9.14 D 179554 D The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/8/14. These shares were sold on behalf of the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock, the grant of which was previously reported. Includes 42 shares, 55 shares, 71 shares and 66 shares acquired under The KEYW Holding Corporation Employee Stock Purchase Plan on March 31, 2014, June 30, 2014, September 30, 2014 and December 31, 2014. /s/ Sarah E. Roberts as Attorney-in-Fact for Kimberly J. DeChello 2015-02-10