Avery Dennison Corp — Director's Dealing 2015

Mar 4, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Avery Dennison Corp (AVY)
CIK: 0000008818
Period of Report: 2015-03-02

Reporting Person: Butier Mitchell R (President, COO and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-02	Common Stock	J	9785	$48.87	Disposed	37431	Direct
2015-03-02	Common Stock	M	19040	$53.63	Acquired	56471	Direct
2015-03-02	Common Stock	F	9936	$53.63	Disposed	46535	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-02	2014 RSU Award	$0	J	40929	Disposed	2016-12-01	Common Stock (40929)	Direct
2015-03-02	2015 RSU Award	$0	A	38081	Acquired	2018-03-02	Common Stock (38081)	Direct
2015-03-02	2015 RSU Award	$0	M	19040	Disposed	2018-03-02	Common Stock (19040)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock (savings Plan)	3535.0875	Indirect

Footnotes

F1: Reversal of net shares received at vesting of the first tranche of previously-granted restricted stock units in connection with the voiding of such grant following determination that it did not meet the three-year minimum vesting requirement for time-vesting full-value awards set forth in the Company's equity plan.

F2: Voiding of previously-granted award following determination that award did not meet the three-year minimum vesting requirement for time-vesting full-value awards set forth in the Company's equity plan.

F3: The restricted stock units vest in three installments, 50% on the grant date, 40% on December 1, 2016 and 10% on the three-year anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one share of Avery Dennison Corporation common stock.

F4: Shares reflect the vesting of the first tranche of restricted stock units granted on March 2, 2015.