Sec Form 4 Filing - MCGRATH TIMOTHY J @ PC CONNECTION INC - 2017-01-23

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MCGRATH TIMOTHY J 2. Issuer Name and Ticker or Trading Symbol PC CONNECTION INC [ CNXN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President & CEO (Last) (First) (Middle) 730 MILFORD ROAD 3. Date of Earliest Transaction (MM/DD/YY) 01/23/2017 (Street) MERRIMACK, NH03054 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 01/23/2017 M 3,777 A $ 13.13 245,684 D Common Stock 01/23/2017 S 3,777 D $ 27.0966 ( 1 ) ( 2 ) 241,907 D Common Stock 01/24/2017 M 21,459 A $ 13.13 263,366 D Common Stock 01/24/2017 S 21,459 D $ 27.2104 ( 1 ) ( 3 ) 241,907 D Common Stock 01/25/2017 M 30,089 A $ 13.13 271,996 D Common Stock 01/25/2017 S 30,089 D $ 27.4958 ( 1 ) ( 4 ) 241,907 D

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) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option Right to Buy $ 13.13 01/23/2017 M 3,777 12/31/2008 07/23/2017 Common Stock 3,777 $ 0 72,230 D Stock Option Right to Buy $ 13.13 01/24/2017 M 21,459 12/31/2008 07/23/2017 Common Stock 21,459 $ 0 50,771 D Stock Option Right to Buy $ 13.13 01/25/2017 M 30,089 12/31/2008 07/23/2017 Common Stock 30,089 $ 0 20,682 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MCGRATH TIMOTHY J 730 MILFORD ROAD MERRIMACK, NH03054 President & CEO Signatures /s/William Schulze, attorney-in-fact for Timothy J. McGrath 01/25/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2016. ( 2 )The shares were sold in multiple transactions on January 23, 2017 at an actual sale price ranging from $26.94 to $27.32. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. ( 3 )The shares were sold in multiple transactions on January 24, 2017 at an actual sale price ranging from $26.71 to $27.47. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. ( 4 )The shares were sold in multiple transactions on January 25, 2017 at an actual sale price ranging from $26.9650 to $27.69. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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