Sec Form 4 Filing - Ranade Mandar @ KEWAUNEE SCIENTIFIC CORP /DE/ - 2019-12-02

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 Ranade Mandar 2. Issuer Name and Ticker or Trading Symbol KEWAUNEE SCIENTIFIC CORP /DE/ [ KEQU] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP-Information Technology (Last) (First) (Middle) 2700 WEST FRONT STREET 3. Date of Earliest Transaction (MM/DD/YY) 12/02/2019 (Street) STATESVILLE, NC28677-2927 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

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 Restricted Stock Units ( 1 ) 12/02/2019 A 3,247 ( 2 ) ( 2 ) Common Stock 3,247 $ 0 3,247 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ranade Mandar 2700 WEST FRONT STREET STATESVILLE, NC28677-2927 VP-Information Technology Signatures /s/ Donald T. Gardner III, Attorney-in-fact 12/04/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. ( 2 )The award of restricted stock units shall vest as follows: (a) 974 of the restricted stock units subject to the award consist of service-based restricted stock units, 208 of which vest on June 19, 2020, 383 of which vest on June 19, 2021, and 383 of which vest on June 19, 2022, in each case subject to the reporting person's continued employment with the Company; and (b) 2,273 of the restricted stock units subject to the award consist of performance-based restricted stock units that will vest only if performance goals are achieved through June 19, 2022. The actual number of units (if any) received under this award will depend on continued employment and actual performance through June 19, 2022.

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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