ABM INDUSTRIES INC /DE/ — Director's Dealing 2014

Sep 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ABM INDUSTRIES INC /DE/ (ABM)
CIK: 0000771497
Period of Report: 2014-09-04

Reporting Person: LUSK JAMES S (Executive Vice President/CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-09-04	Common Stock	M	12896	$21.49	Acquired	72471	Direct
2014-09-04	Common Stock	S	11038	$28.09	Disposed	61433	Direct
2014-09-04	Common Stock	M	6369	$18.31	Acquired	67802	Direct
2014-09-04	Common Stock	S	4982	$28.31	Disposed	62820	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-09-04	Stock Options	$21.49	M	12896	Acquired	2017-09-08	Common Stock (12896)	Direct
2014-09-04	Stock Options	$18.31	M	6369	Acquired	2019-10-11	Common Stock (6369)	Direct

Footnotes

F1: All sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person.

F2: Includes 40,971 unvested RSUs, 3,494 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 2,329 performance shares earned but not vested with respect to performance shares granted on 3/8/2012, 2,529 performance shares earned but not vested with respect to performance shares granted on 1/14/2013, and DERs related thereto.

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

F4: 25% exercisable on 9/8/2011 and 25% on the anniversary date of each of the followng three years.

F5: 25% exercisable on 10/11/2013 and 25% on the anniversary date of each of the followng three years.