ECOLAB INC. — Director's Dealing 2016

Dec 9, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC. (ECL)
CIK: 0000031462
Period of Report: 2016-12-07

Reporting Person: BAKER DOUGLAS M JR (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-26	Common Stock	G	20972	—	Disposed	409577	Direct
2016-08-26	Common Stock	G	4830	—	Disposed	14385	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-12-07	Employee Stock Option (Right to Buy)	$117.73	A	188679	Acquired	2026-12-07	Common Stock (188679)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	72500	Indirect
Common Stock	5456.467	Indirect

Footnotes

F1: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of November 30, 2016. Includes 16.152 UNITS acquired since the reporting person's last report. (The 5,456.467 UNITS are the equivalent of approximately 10,060 SHARES of the issuer's Common Stock.)

F2: The option will be exercisable, on a cumulative basis, as to one-third of the option shares (excluding any fractional portion less than one share), on each of the first and second anniversaries of the date of grant and as to the remaining shares on the third anniversary of the date of grant.