ECOLAB INC. — Director's Dealing 2015

Dec 7, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC. (ECL)
CIK: 0000031462
Period of Report: 2015-12-05

Reporting Person: Taylor Stephen M (EVP and Pres. - Nalco Champion)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-05	Common Stock	M	10770	—	Acquired	36555	Direct
2015-12-05	Common Stock	F	4519	$118.65	Disposed	32036	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-05	Restricted Stock Units	$	M	10770	Disposed		Common Stock (10770)	Direct

Footnotes

F1: Restricted stock units convert into common stock on a one-for-one basis.

F2: Reflects the reporting person's payment of minimum statutory tax obligations by withholding shares of Ecolab Common Stock incident to the vesting of restricted stock units in accordance with Rule 16b-3.

F3: On December 5, 2012, the reporting person was granted 21,540 restricted stock units, vesting as to 50% of the units on the third anniversary of the date of grant, 25% of the units on the fourth anniversary of the date of grant and 25% of the units on the fifth anniversary of the date of grant, subject to continued employment.