Sec Form 4 Filing - SINISGALLI PETER F @ MANHATTAN ASSOCIATES INC - 2013-01-01

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 SINISGALLI PETER F 2. Issuer Name and Ticker or Trading Symbol MANHATTAN ASSOCIATES INC [ MANH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 2300 WINDY RIDGE PARKWAY, SUITE 700 3. Date of Earliest Transaction (MM/DD/YY) 01/01/2013 (Street) ATLANTA, GA30339 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 01/01/2013 D 28,724 D $ 0 33,441 ( 1 ) ( 2 ) D Common Stock 03/16/2013 A( 3 ) 3,479 A $ 0 36,920 ( 1 ) D Common Stock 04/26/2013 M 3,750 A $ 15.53 40,670 ( 1 ) D Common Stock 04/26/2013 S 3,750 D $ 68.8287 ( 4 ) 36,920 ( 1 ) 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 Common Stock $ 15.53 04/26/2013 M 3,750 ( 5 ) 01/19/2016 Common Stock 3,750 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SINISGALLI PETER F 2300 WINDY RIDGE PARKWAY SUITE 700 ATLANTA, GA30339 X Signatures /s/ David M. Eaton, as Attorney-in-Fact for Peter F. Sinisgalli 04/30/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The holdings of the reporting person reflect: (i) the forfeiture of previously reported restricted stock units in connection with the reporting person ceasing employment with the Company; (ii) the correction of an error in his previously reported holdings; and (iii) the withholding of shares from restricted stock or restricted stock unit awards to satisfy tax obligations reported on March 19, 2013. ( 2 )The reported transaction reflects the forfeiture of restricted stock awards in connection with the reporting person ceasing employment with the Company. ( 3 )The reported transaction is the earning of performance based restricted stock units which were granted on January 26, 2012. ( 4 )$68.8287 is the weighted average sale price for the transactions reported in this line item. These transactions were consummated at prices ranging from $68.5300 to $69.2000. The filing person undertakes to provide full information regarding the number of shares sold at each price upon request by the Securities and Exchange Commission, the Company or a security holder of the Company. ( 5 )This option grant vested 6.25% quarterly until fully vested after four years; original grant date was 01/19/09.

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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