CUB Cubic Corp

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 * Lee Grace G.	2. Issuer Name and Ticker or Trading Symbol CUBIC CORP /DE/ [ CUB ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) SVP, Chief HR & Diversity Ofc.
(Last)          (First)          (Middle) 9333 BALBOA AVENUE	3. Date of Earliest Transaction (MM/DD/YYYY) 11/27/2020
(Street) SAN DIEGO, CA 92123 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY) 12/1/2020	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
Common Stock	11/27/2020		A		6553 (1)	A	$0	30618 (2)	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

Explanation of Responses:
(1)	The Restricted Stock Units ("RSUs") vest in three equal annual installments on October 1, 2021, 2022, and 2023, subject to Reporting Person's continuous service through each applicable vesting date. Vested shares will be delivered to the Reporting Person following each vesting date.
(2)	This Form 4 amendment is filed to report all stock-settled restricted stock units held by the reporting person that were previously reported on Table II as directly owned securities on Table I to be consistent with the reporting of stock-settled restricted stock units granted on November 27, 2020. Accordingly, the total reported in Column 5 now includes 15,307 restricted stock units previously reported on Table II.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Lee Grace G. 9333 BALBOA AVENUE SAN DIEGO, CA 92123			SVP, Chief HR & Diversity Ofc.

Signatures
Hilary L. Hageman, Attorney-in-fact for Grace Lee		12/28/2020
**Signature of Reporting Person		Date