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DOVER Corp Director's Dealing 2011

Feb 15, 2011

30247_dirs_2011-02-14_5849332a-bf7c-406a-ad35-b94108419341.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOVER CORP (DOV)
CIK: 0000029905
Period of Report: 2011-02-10

Reporting Person: Van Loan David (Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-02-10 Common Stock A 15200 Acquired 15230 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-02-10 Stock Appreciation Right $66.59 A 27031 Acquired 2021-02-10 Common Stock (27031) Direct
2011-02-10 Performance Shares $ A 2253 Acquired Common Stock (2253) Direct

Footnotes

F1: Represents grant of 15,200 shares of restricted stock that will vest on February 11, 2012; the award is subject to the Reporting Person's signing of a three-year non-compete agreement.

F2: Each performance share represents a contingent right to receive shares of Dover common stock, based on Dover's relative total shareholder return versus that of Dover's peer group over the three-year performance period ending 12/31/2013.

F3: Represents target grant amount. The actual number of shares that will be paid in respect of the performance share award may range from 0% to 200% of the target grant.