FASTENAL CO — Director's Dealing 2012

Sep 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FASTENAL CO (FAST)
CIK: 0000815556
Period of Report: 2012-09-04

Reporting Person: WISECUP REYNE K (Director, Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-09-04	Common Stock	M	10000	$22.5	Acquired	20000	Direct
2012-09-04	Common Stock	S	10000	$43.09	Disposed	10000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-04	Employee Stock Option (Right to Buy)	$22.5	M	10000	Disposed	2013-05-31	Common Stock (10000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$35	2017-05-31	Common Stock (50000)	50000	Direct
Employee Stock Option (Right to Buy)	$54	2021-05-31	Common Stock (37500)	37500	Direct

Footnotes

F1: The option will fully vest and become exercisable over a period of five years from the date of grant on 4/17/2007, with 50% of the option vesting and becoming exercisable half way through the relevant vesting period and the remainder vesting and becoming exercisable incrementally (20%,20% and 10%) on each anniversary of the date of grant of the option occurring after the intial 50% vesting date.

F2: The option will fully vest and become exercisable over a period of five years from the date of grant on 4/19/2011, with 50% of the option vesting and becoming exercisable half way through the relevant vesting period and the remainder vesting and becoming exercisable incrementally (20%,20% and 10%) on each anniversary of the date of grant of the option occurring after the intial 50% vesting date.

F3: The option will fully vest and become exercisable over a period of five years from the date of grant on 4/17/2012, with 50% of the option vesting and becoming exercisable half way through the relevant vesting period and the remainder vesting and becoming exercisable incrementally (20%,20% and 10%) on each anniversary of the date of grant of the option occurring after the intial 50% vesting date.

F4: Shares jointly owned with reporting person's spouse.