Ownership Submission
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

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MATTHIESSEN ROBERT E
  2. Issuer Name and Ticker or Trading Symbol
INTEST CORP [INTT]
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)
C/O INTEST CORP, 804 EAST GATE DRIVE, SUITE 200
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2017
(Street)

MT. LAUREL, NJ 08054
4. If Amendment, Date Original Filed(Month/Day/Year)
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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 12/31/2017   D   18,700 (1) D $ 0 86,481 D  
Common Stock               61,618 I (2) By Spouse

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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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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
Employee Stock Option (right to buy) $ 4.37 12/31/2017   D     5,400 (3)   (3)   (3) Common Stock 5,400 $ 0 1,800 (4) D  
Employee Stock Option (right to buy) $ 6.35 12/31/2017   D     34,000 (5)   (5)   (5) Common Stock 34,000 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MATTHIESSEN ROBERT E
C/O INTEST CORP
804 EAST GATE DRIVE, SUITE 200
MT. LAUREL, NJ 08054
  X      

Signatures

 /s/ Hugh T. Regan, Jr., Attorney-in-Fact for Robert E. Matthiessen   01/30/2018
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The shares disposed are unvested restricted shares forfeited as a result of the reporting person's retirement as President and CEO on 12/31/17. Of the total shares forfeited, 7,200 shares (75%) are from the 1/22/16 restricted stock award grant and 11,500 (100%) are from the 3/15/17 restricted stock award granted to the reporting person.
(2) The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(3) The options disposed are unvested employee stock options forfeited as a result of the report person's retirement on 12/31/17.
(4) The option is 25% vested and exercisable, but will expire on 12/31/18, the one year anniversary of the reporting person's retirement.
(5) The options disposed are unvested employee stock options forfeited as a result of the reporting person's retirement on 12/31/17. The option was completely unvested and therefore was 100% forfeited as of 12/31/17.

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