X0304 4 2011-08-22 1 0000032198 EMS TECHNOLOGIES INC ELMG 0001328774 Shell Gary B 6285 BROOMSEDGE TRAIL NORCROSS GA 30092 0 1 0 0 Senior VP, CFO & Treasurer Common Stock 2011-08-22 4 U 0 8413 33 D 0 D Restricted stock units 2011-08-22 4 U 0 500 33 D Common Stock 500 0 D Option (right to buy) 18.99 2011-08-22 4 U 0 1000 D 2014-04-19 Common Stock 1000 0 D Option (right to buy) 18.05 2011-08-22 4 U 0 500 D 2012-02-17 Common Stock 500 0 D Option (right to buy) 18.05 2011-08-22 4 U 0 500 D 2012-02-17 Common Stock 500 0 D Option (right to buy) 18.05 2011-08-22 4 U 0 500 D 2012-02-17 Common Stock 500 0 D Option (right to buy) 19.37 2011-08-22 4 U 0 5000 D 2013-01-13 Common Stock 5000 0 D Option (right to buy) 27.82 2011-08-22 4 U 0 10000 D 2014-02-13 Common Stock 10000 0 D Option (right to buy) 23.86 2011-08-22 4 U 0 15000 D 2015-02-05 Common Stock 15000 0 D Option (right to buy) 13.71 2011-08-22 4 U 0 30000 D 2016-02-18 Common Stock 30000 0 D Option (right to buy) 19.73 2011-08-22 4 U 0 25000 D 2017-02-16 Common Stock 25000 0 D On August 22, 2011, Egret Acquisition Corp., a wholly owned subsidiary of Honeywell International Inc., purchased in a tender offer all the issued and outstanding shares of issuer's common stock, including the associated common stock purchase rights (such as restricted stock awards and vested employee stock options) at a purchase price of $33.00 per share ("Offer Price") and merged into the issuer pursuant to a merger agreement, as the transaction is more fully described in the Schedule 14D-9 filed with the SEC by the issuer on June 27, 2011 and subsequently amended. Each unit of restricted stock was equivalent to one share of issuer common stock and was converted into the Offer Price consideration. Under the terms of the merger agreement with Egret Acquisition Corp., each outstanding option became vested and exercisable from the offer date until the acceptance of shares in the tender offer. Upon the consummation of the merger, (i) each unexercised stock option with an exercise price that was less than the Offer Price terminated and converted into the right to receive the difference between the Offer Price and the exercise price of such option and (ii) each unexercised stock option with an exercise price that was greater than or equal to the Offer Price terminated without the payment of any consideration. Gary B. Shell 2011-08-22