ACCO BRANDS Corp — Director's Dealing 2014

Mar 7, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ACCO BRANDS Corp (ACCO)
CIK: 0000712034
Period of Report: 2014-03-05

Reporting Person: Franey Christopher M (Exec VP & Pres Computer Produc)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-05	Common Stock	M	25103	$0.00	Acquired	35200	Direct
2014-03-05	Common Stock	F	9343	$6.12	Disposed	25857	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-05	Performance Stock Units (2012-2014)	$0.00	A	14609	Acquired		Common Stock (14609)	Direct
2014-03-05	Performance Stock Units (2011-2013)	$0.00	A	13770	Acquired		Common Stock (13770)	Direct
2014-03-05	Performance Stock Units (2011-2013)	$0.00	M	13770	Disposed		Common Stock (13770)	Direct
2014-03-05	Performance Stock Units (2011-2013)	$0.00	M	5667	Disposed		Common Stock (5667)	Direct
2014-03-05	Performance Stock Units (2011-2013)	$0.00	M	5666	Disposed		Common Stock (5666)	Direct
2014-03-05	Restricted Stock Units	$0.00	A	14730	Acquired		Common Stock (14730)	Direct
2014-03-05	Stock Option (right to buy)	$6.12	A	44242	Acquired	2021-03-05	Common Stock (44242)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1029	Indirect

Footnotes

F1: Reflects the settlement on the transaction date indicated of performance stock units ("PSUs") earned in each of the one-year performance periods in the PSU (2011-2013) cycle.

F2: Represents number of ACCO Brands Corporation common stock held in reporting owner's 401(k) retirement savings plan account as of January 31, 2014.

F3: Reflects PSUs granted under the Issuer's Amended and Restated 2011 Incentive Plan that were earned by the reporting person during each one-year performance period on the transaction date indicated. Subject to the reporting person's continued employment, earned PSUs become eligible for settlement into shares of common stock upon the completion of the final performance period in the three-year cycle.

F4: Reflects the settlement of earned PSUs into an equal number of shares of common stock on the transaction date indicated.

F5: Restricted Stock Units (RSUs) granted under the Issuer's Amended and Restated 2011 Incentive Plan. Each RSU represents the right to receive one share of the Issuer's common stock on March 5, 2017 (the "Vesting Date") provided the Reporting Person remains employed by the Issuer at that time, subject to acceleration as provided in said Plan.

F6: Nonqualified employee stock options granted under the Issuer's Amended and Restated 2011 Incentive Plan. One-third of original grant vests annually. All vested options are exercisable. Options expire seven years from the grant date, if not earlier terminated or exercised in full, subject to acceleration as provided in said Plan.