Eaton Corp plc — Director's Dealing 2016

Sep 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Eaton Corp plc (ETN)
CIK: 0001551182
Period of Report: 2016-08-30

Reporting Person: Yadav Uday (See Remarks below.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-30	Ordinary Shares	S	6867	$67.074	Disposed	22601	Direct
2016-08-30	Ordinary Shares	M	3051	$40.405	Acquired	25652	Direct
2016-08-30	Ordinary Shares	S	3051	$67.018	Disposed	22601	Direct
2016-08-30	Ordinary Shares	M	5795	$41.565	Acquired	28396	Direct
2016-08-30	Ordinary Shares	S	5500	$67.044	Disposed	22896	Direct
2016-08-30	Ordinary Shares	S	295	$67.043	Disposed	22601	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-30	Stock Option	$40.405	M	3051	Disposed	2017-02-27	Ordinary Shares (3051.0)	Direct
2016-08-30	Stock Option	$41.565	M	5795	Disposed	2018-02-26	Ordinary Shares (5795.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	5545.975	Indirect

Footnotes

F1: Price reported constitutes the average price of shares sold. 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.

F2: These ordinary shares are held in the Eaton Savings Plan.

F3: These stock options were granted on February 27, 2007 and became fully exercisable over a three year period which ended on February 27, 2010.

F4: These stock options were granted on February 26, 2008 and became fully exercisable over a three year period which ended on February 26, 2011.