LYDALL INC /DE/ (Form: 4, Received: 10/05/2021 12:41:25)

FORM 4 [X] 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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	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 ^* Junker Robert B.	2. Issuer Name and Ticker or Trading Symbol LYDALL INC /DE/ [ LDL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President, Lydall TNW
(Last) (First) (Middle) C/O LYDALL, INC., ONE COLONIAL ROAD	3. Date of Earliest Transaction (MM/DD/YYYY) 10/1/2021
(Street) MANCHESTER, CT 06042 (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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/1/2021		A		9298 ⁽²⁾	A	$0	40200 ⁽³⁾	D
Common Stock	10/1/2021		D⁽¹⁾		40200	D	⁽⁴⁾	0	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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (Right to Buy)	$19.6	10/1/2021		D			23592	⁽⁵⁾	⁽⁵⁾	Common Stock	23592	⁽⁵⁾	0	D

Explanation of Responses:
(1)	Disposed of as a result of the merger pursuant to the previously announced Agreement and Plan of Merger, dated as of June 21, 2021, by and among Lydall, Inc., Unifrax Holding Co., Outback Merger Sub, Inc. and Unifrax I LLC, as it may be amended from time to time, referred to as the Merger Agreement.
(2)	Represents an increase from the number of Performance Shares granted under the Company's Amended and Restated 2012 Stock Incentive Plan on each of November 1 ,2019 and February 22, 2021 following the certification, on October 1, 2021, by the Board of Directors of the attainment of the performance criteria set forth in the award in excess of target. The shares covered by this report, as well as the original 8,546 and 5,025 shares underlying the awards previously reported on the above dates vested in full on October 1, 2021 and were converted in the Merger into the right to receive $62.10 in cash per share underlying the Performance Shares (the "Merger Consideration").
(3)	Previously reported Restricted Stock and Performance Share awards were included in previously reported amount of securities beneficially owned.
(4)	Each share of common stock was cancelled pursuant to the Merger Agreement in exchange for the right to receive the Merger Consideration.
(5)	Effective as of immediately prior to the effective time of the Merger, each then-outstanding and unexercised stock option of the issuer with an exercise price less than $62.10 was automatically canceled and converted into the right to receive an amount of cash equal to the product of (i) the total number of shares of Common Stock then underlying such stock option multiplied by (ii) the excess of the $62.10 over the exercise price per share of such stock option, on the terms set forth in the Merger Agreement.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Junker Robert B. C/O LYDALL, INC. ONE COLONIAL ROAD MANCHESTER, CT 06042			President, Lydall TNW

Signatures
Chad A. McDaniel attorney-in-fact for Robert B. Junker		10/5/2021
^**Signature of Reporting Person		Date

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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POWER OF ATTORNEY



 Know all by these presents, that the undersigned hereby

constitutes and appoints each of Randall B. Gonzales, Chad A. McDaniel,

William K. Piotrowski or Lora Frascarelli, signing singly, the

undersigned's true and lawful attorney-in-fact to:



 (1) execute for and on behalf of the undersigned, in the

undersigned's capacity as an officer and/or director of Lydall, Inc.

(the Company), Forms 3, 4, and 5 in accordance with Section 16 (a) of

the Securities Exchange Act of 1934 and the rules thereunder;



 (2) do and perform any and all acts for and on behalf of the

undersigned which may be necessary or desirable to complete and execute

any such Form 3, 4, or 5, complete and execute any amendment or

amendments thereto, and timely file such form with the United States

Securities and Exchange Commission and any stock exchange or similar

authority; and



 (3) execute for and on behalf of the undersigned, in the

undersigned's capacity as an officer and/or director of the Company,

Form 144's or any other document to be filed pursuant to Rule 144 of

the Securities Act of 1933 and any regulations thereunder with respect

to securities of the Company;



 (4) take any other action of any type whatsoever in connection

with the foregoing which, in the opinion of such attorney-in-fact, may

be of benefit to, in the best interest of, or legally required by, the

undersigned, it being understood that the documents executed by such

attorney-in-fact on behalf of the undersigned pursuant to this Power of

Attorney shall be in such form and shall contain such terms and

conditions as such attorney-in-fact may approve in such attorney-in-

fact's discretion.



 The undersigned hereby grants to each such attorney-in-fact full

power and authority to do and perform any and every act and thing

whatsoever requisite, necessary, or proper to be done in the exercise

of any of the rights and powers herein granted, as fully to all intents

and purposes as the undersigned might or could do if personally

present, with full power of substitution or revocation, hereby

ratifying and confirming all that such attorney-in-fact, or such

attorney-in-fact's substitute or substitutes, shall lawfully do or

cause to be done by virtue of this power of attorney and the rights and

powers herein granted.  The undersigned acknowledges that the foregoing

attorneys-in-fact, in serving in such capacity at the request of the

undersigned, are not assuming, nor is the Company assuming, any of the

undersigned's responsibilities to comply with Section 16 of the

Securities Exchange Act of 1934.



 This Power of Attorney shall remain in full force and effect until

the undersigned is no longer required to file Forms 3, 4 and 5 with

respect to the undersigned's holdings of and transactions in securities

issued by the Company, unless earlier revoked by the undersigned in a

signed writing delivered to the foregoing attorneys-in-fact,



 IN WITNESS WHEREOF, the undersigned has caused this Power of

Attorney to be executed as of this 4th day of December 2019.





Signature:  /s/ Robert B. Junker

Print Name: Robert B. Junker