AMPHENOL CORP /DE/ — Director's Dealing 2015

May 4, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMPHENOL CORP /DE/ (APH)
CIK: 0000820313
Period of Report: 2015-05-01

Reporting Person: NORWITT RICHARD ADAM (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-01	Class A Common Stock	M	200000	$22.975	Acquired	269922	Direct
2015-05-01	Class A Common Stock	S	166000	$56.1502	Disposed	103922	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-01	Stock Option	$22.975	M	200000	Disposed	2018-05-21	Class A Common Stock (200000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$16.005	2019-05-20	Class A Common Stock (670000)	670000	Direct
Stock Option	$21.495	2020-05-27	Class A Common Stock (620000)	620000	Direct
Stock Option	$26.74	2021-05-26	Class A Common Stock (590000)	590000	Direct
Stock Option	$26.63	2022-05-24	Class A Common Stock (660000)	660000	Direct
Stock Option	$39.00	2023-05-23	Class A Common Stock (560000)	560000	Direct
Stock Option	$47.715	2024-05-22	Class A Common Stock (600000)	600000	Direct
Stock Option-Trust	$16.005	2019-05-20	Class A Common Stock (290000)	290000	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $56.00 to $56.48.

F2: The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: Securities owned reflect 2-for-1 Stock Split effective October 9, 2014.