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AUTOLIV INC Director's Dealing 2014

Feb 25, 2014

30630_dirs_2014-02-25_1ee040ea-6cde-4ba5-9f34-787cf0fd30be.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTOLIV INC (ALV)
CIK: 0001034670
Period of Report: 2014-02-22

Reporting Person: Patrick Erin (Vice President Compliance)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-02-22 Common Stock M 179 $0.00 Acquired 179 Direct
2014-02-24 Common Stock M 565 $67.00 Acquired 744 Direct
2014-02-24 Common Stock M 712 $69.18 Acquired 1456 Direct
2014-02-24 Common Stock S 179 $95.74 Disposed 1277 Direct
2014-02-24 Common Stock S 1277 $95.48 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-02-22 Restricted Stock Unit $ M 179 Disposed 2014-02-22 Common Stock (179) Direct
2014-02-24 Employee Stock Option (right to buy) $67.00 M 565 Disposed 2022-02-22 Common Stock (565) Direct
2014-02-24 Employee Stock Option (right to buy) $69.18 M 712 Disposed 2023-02-19 Common Stock (712) Direct

Footnotes

F1: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 7, 2013.

F2: The reporting person effected multiple same-way open market sale transactions on the same day at different prices through a trade order executed by a broker dealer. The broker aggregated all shares to be sold by all Autoliv employees on such date and sold them in multiple blocks. The price in the table reflects the weighted average sale price of such block trades on such date. The potential range of prices for such transactions for the reporting person is $95.70 to $95.82. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a shareholder of the issuer, full information regarding the number of shares sold at each separate price.

F3: Each restricted stock unit represents a contingent right to receive one share of ALV common stock.

F4: The restricted stock units and the stock options were granted under the Company's Stock Incentive Plan of 1997, as amended, at no cost to the reporting person.