X0202 4 2005-02-10 0 0000845752 ARMOR HOLDINGS INC AH 0001273822 MECREDY ROBERT F C/O ARMOR HOLDINGS, INC. 1400 MARSH LANDING PARKWAY SUITE 112 JACKSONVILLE FL 32250 0 1 0 0 President-Aerospace & Def Grp Common Stock, par value $0.01 per share 2005-02-10 4 A 0 3351 0 A 35075 D Common Stock, par value $0.01 per share 2005-02-10 4 A 0 25000 0 A 35075 D Stock Option (right to buy) 44.76 2005-02-10 4 A 0 75000 0 A 2015-02-10 Common Stock 75000 75000 D Represents a grant of restricted stock 1,117 shares of which will vest on each of January 1, 2006, January 1, 2007, and January 1, 2008. Represents a grant of restricted stock which will vest upon a change of control of the Company. The amount of securities reported as beneficially owned following the reported transaction includes (i) 2,400 shares of common stock awarded as a restricted stock award which vests on December 31, 2005; and (ii) 1,900 shares of common stock awarded as a restricted stock award which vests on December 31, 2006. Presently exercisable. Sales of common stock issued upon an exercise of any such options will be subject to the following lock-up restrictions: all of the shares will be restricted from sale for two years, 75% of the shares will be restricted from sale for three years, 50% of the shares will be restricted from sale for four years, and 25% of the shares will be restricted from sale for five years. In addition to the 75,000 stock options reported herein, the Reporting Person is the beneficial owner of stock options to purchase 66,666 shares at an exercise price of $17.12 and stock options to purchase 8,334 shares at an exercise price of $23.09. /s/ Robert F. Mecredy 2005-02-14