Statement of Changes in Beneficial Ownership (4)

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 OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Hedges Nancy L	2. Issuer Name and Ticker or Trading Symbol ASTRONICS CORP [ ATRO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Principal Accounting Officer
(Last)          (First)          (Middle) 130 COMMERCE WAY	3. Date of Earliest Transaction (MM/DD/YYYY) 2/26/2021
(Street) EAST AURORA, NY 14052 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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
$.01 PV Common Stock								1570	D
$.01 PV Class B Stock								458	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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
OPTION	$30.83							12/11/2015	12/11/2024	$.01 PV COM STK	1120		1120	D
Option	$30.83							12/11/2015	12/11/2024	$.01 PV CL B STK	583		583	D
Option	$27.72							12/3/2016	12/3/2025	$.01 PV COM STK	1400		1400	D
Option	$27.72							12/3/2016	12/3/2025	$.01 PV CL B STK	452		452	D
Option	$31.76							12/14/2017	12/14/2026	$.01 PV COM STK	1520		1520	D
Option	$31.76							12/14/2017	12/14/2026	$.01 PV CL B STK	228		228	D
Restricted Stock Unit	(1)							(2)	(2)	$.01 PV COM STK	1000		1000	D
Restricted Stock Unit	(3)							(2)	(2)	$.01 PV CL B STK	150		150	D
Restricted Stock Unit	(1)							(4)	(4)	$.01 PV COM STK	2000		2000	D
Restricted Stock Unit	(1)							(5)	(5)	$.01 PV COM STK	3675		3675	D
Restricted Stock Unit	(1)	2/26/2021		A		416		(6)	(6)	$.01 PV COM STK	416	$0.00	416	D
Restricted Stock Unit	(1)	2/26/2021		A		4440		(7)	(7)	$.01 PV COM STK	4440	$0.00	4440	D

Explanation of Responses:
(1)	Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
(2)	These restricted stock units are scheduled to vest 100% on March 1, 2021.
(3)	Each restricted stock unit represents the right to receive, at settlement, one share of Class B stock.
(4)	These restricted stock units are scheduled to vest 100% on February 26, 2022.
(5)	These restricted stock units are scheduled to vest 100% on February 28, 2023.
(6)	These restricted stock units vest ratably on each anniversary of the grant date over three years.
(7)	These restricted stock units are scheduled to vest 100% on February 26, 2024

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Hedges Nancy L 130 COMMERCE WAY EAST AURORA, NY 14052			Principal Accounting Officer

Signatures
/S/JULIE DAVIS, as Power of Attorney for Nancy L. Hedges		3/2/2020
**Signature of Reporting Person		Date