ABM INDUSTRIES INC /DE/ — Director's Dealing 2011

Sep 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ABM INDUSTRIES INC /DE/ (ABM)
CIK: 0000771497
Period of Report: 2011-09-13

Reporting Person: McConnell Sarah H (SVP/GEN. COUNSEL/CORP. SECTY.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-09-13	Common Stock	A	3056	$0.00	Acquired	26879	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-09-13	Stock Options	$19.09	A	10401	Acquired	2018-09-13	Common Stock (10401)	Direct

Footnotes

F1: Restricted stock units (RSUs) granted under the 2006 Equity Incentive Plan, representing a contingent right to receive shares of common stock. Units vest 50% on the second anniversary of the grant date and 50% on the fourth anniversary of the grant date, and will settle in shares of common stock. Dividend equivalent rights (DERs) will accrue.

F2: Includes 15,735 unvested RSUs, 2,919 vested RSUs, the receipt of which has been deferred and DERS relating to the RSUs, adjusted to reflect the cumulative effect of fractional shares, and 3,795 performance shares earned but not vested with respect to performance shares granted on 1/12/2009 and 1/11/2010 and DERs related thereto.

F3: Stock option granted under the 2006 Equity Incentive Plan.

F4: 25% exercisable on 9/13/2012, and 25% on the anniversary date of each of the following 3 years.