Crane NXT, Co. — Director's Dealing 2014

Nov 24, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CRANE CO /DE/ (CR)
CIK: 0000025445
Period of Report: 2014-11-20

Reporting Person: MITCHELL MAX H (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-11-20	CRANE CO. COMMON, PAR VALUE $1.00	M	30000.0000	$16.4300	Acquired	83504.0000	Direct
2014-11-20	CRANE CO. COMMON, PAR VALUE $1.00	F	18697.0000	$61.0500	Disposed	64807.0000	Direct
2014-11-20	CRANE CO. COMMON, PAR VALUE $1.00	J	322.0000	$0.0000	Acquired	2344.0000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-11-20	Employee Stock Option (Right to Buy)	$16.4300	M	30000.0000	Disposed	2015-01-26	CRANE CO. COMMON, PAR VALUE $1.00 (30000.0000)	Direct

Footnotes

F1: Mr. Mitchell exercised 30,000 stock options, priced at $16.43 and due to expire January 2015, at a market price of $61.05. The resulting after-tax gain was taken in the form of 11,303 shares of Crane Co. Stock, resulting in a net increase in Mr. Mitchell's direct holdings by that amount, to 64,807 shares. Mr. Mitchell tendered 8,074 shares of previously owned stock to pay the exercise price of the options, and 10,623 shares were withheld to pay taxes on the resulting gain.

F2: Between January 1, 2013 and October 31, 2014, Mr. Mitchell acquired an aggregate of 322 shares of common stock at prevailing market prices through the issuer's 401(K) Plan.

F3: This option vested 25% on the first, 50% on the second, 75% on the third and 100% on the fourth anniversary of the grant date (01/26/2009).