ABM INDUSTRIES INC /DE/ — Director's Dealing 2016

Sep 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ABM INDUSTRIES INC /DE/ (ABM)
CIK: 0000771497
Period of Report: 2016-09-06

Reporting Person: GIACOBBE SCOTT J (Pres - Building & Energy)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-06	Common Stock	M	500	$25.84	Acquired	33383	Direct
2016-09-06	Common Stock	S	500	$39.0080	Disposed	32883	Direct
2016-09-07	Common Stock	M	400	$25.84	Acquired	33283	Direct
2016-09-07	Common Stock	S	400	$39.0087	Disposed	32883	Direct
2016-09-08	Common Stock	M	12800	$25.84	Acquired	45683	Direct
2016-09-08	Common Stock	S	12800	$39.3527	Disposed	32883	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-09-06	Stock Options	$25.84	M	500	Disposed	2018-01-10	Common Stock (500)	Direct
2016-09-07	Stock Options	$25.84	M	400	Disposed	2018-01-10	Common Stock (400)	Direct
2016-09-08	Stock Options	$25.84	M	12800	Disposed	2018-01-10	Common Stock (12800)	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: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.00 to $39.03, inclusive. The reporting person undertakes to provide to ABM Industries Incorporated, any security holder of ABM Industries Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 2 to this Form 4.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.00 to $39.015, inclusive. The reporting person undertakes to provide to ABM Industries Incorporated, any security holder of ABM Industries Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 3 to this Form 4.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.00 to $40.00, inclusive. The reporting person undertakes to provide to ABM Industries Incorporated, any security holder of ABM Industries Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 4 to this Form 4.

F5: Includes 14,372 RSUs and DERS relating to the RSUs, adjusted to reflect the cumulative effect of fractional shares, 2,357 performance shares earned but not vested with respect to performance shares granted on 1/14/2014, 623 performance shares earned but not vested with respect to performance shares granted on 1/15/2015, and DERs related thereto.

F6: Stock options granted under the 2006 Equity Incentive Plan.

F7: 100% exercisable on the fifth anniversary of the grant date.