ASGN Inc — Director's Dealing 2012

Feb 6, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ON ASSIGNMENT INC (ASGN)
CIK: 0000890564
Period of Report: 2012-02-03

Reporting Person: DAMERIS PETER T (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-03	Common Stock	A	94007	—	Acquired	683919	Direct
2012-02-03	Common Stock	D	45113	$12.19	Disposed	638806	Direct
2012-02-03	Common Stock	A	29377	—	Acquired	668183	Direct
2012-02-03	Common Stock	D	14097	$12.19	Disposed	654086	Direct

Footnotes

F1: 2011 CEO Positive EBITDA Award - Performance award granted on 1/3/11. Goal acheived - Adjusted EBITDA for the 12-month period ending on Jan. 1, 2012 was positve.

F2: Executive officer elected to satisfy tax withholding obligations upon vesting by having On Assignment, Inc. withhold a number of vested shares equal to that of the employee's tax liability.

F3: 2011 CEO EBITDA Target Award - Performance Award granted on 3/8/2011. Goal Achieved for 2011. 50% vests on 1/1/12 and 50% will vest on 1/1/13.