ECOLAB INC. — Director's Dealing 2018

Nov 9, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ECOLAB INC. (ECL)
CIK: 0000031462
Period of Report: 2018-11-07

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-11-07	Common Stock	M	40025	$48.055	Acquired	558017	Direct
2018-11-07	Common Stock	S	40025	$160.198	Disposed	517992	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-11-07	Employee Stock Option (Right to Buy)	$48.055	M	40025	Disposed	2020-12-01	Common Stock (40025)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7050	Indirect
Common Stock	72850	Indirect
Common Stock	72500	Indirect
Common Stock	5582.672	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $159.88 to $160.40, inclusive. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: Number of UNITS in the Ecolab Stock Fund of the Ecolab Savings Plan (401(k) Plan) as of October 31, 2018. Includes 15.395 UNITS acquired since the reporting person's last report. (The 5,582.762 UNITS are the equivalent of approximately 10,256 SHARES of the issuer's Common Stock.)

F3: The option became 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. The date listed in the "Date Exercisable" column represents the first anniversary date of the date of grant.