Eaton Corp plc — Director's Dealing 2013

Feb 19, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Eaton Corp plc (ETN)
CIK: 0001551182
Period of Report: 2013-02-14

Reporting Person: RAWOT BILLIE K (See Remarks below.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-14	Ordinary Shares	M	34000	$29.535	Acquired	132318	Direct
2013-02-14	Ordinary Shares	F	816	$61.26	Disposed	131502	Direct
2013-02-14	Ordinary Shares	S	32306	$61.1202	Disposed	99196	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-14	Stock Option	$29.535	M	34000	Disposed	2014-02-24	Ordinary Shares (34000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	24569.905	Indirect

Footnotes

F1: These shares were delivered to the issuer to pay for the applicable option exercise price and withholding tax.

F2: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $60.84 - $61.08. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F3: Aggregate holdings have been adjusted to reflect certain gifts of Eaton Corporation common shares by the reporting person prior to the consummation of the merger of Eaton Corporation with a wholly owned subsidiary of Eaton Corporation plc on November 30, 2012.

F4: These shares are held in the Eaton Savings Plan.