DONALDSON Co INC — Director's Dealing 2012

Jan 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DONALDSON CO INC (DCI)
CIK: 0000029644
Period of Report: 2011-12-31

Reporting Person: GRUNDHOFER JOHN F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-31	Common Stock	A	88	—	Acquired	28812	Direct
2012-01-01	Common Stock	A	200	—	Acquired	29012	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-03	Employee Stock Option (right to buy)	$68.41	A	7200	Acquired	2022-01-03	Common Stock (7200)	Direct
2012-01-03	Employee Stock Option (right to buy)	$68.41	G	7200	Disposed	2022-01-03	Common Stock (0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2450	Indirect
Common Stock	30518	Indirect

Footnotes

F1: The option vests in three equal annual installments beginning on January 3, 2013.