FASTENAL CO — Director's Dealing 2013

Aug 2, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FASTENAL CO (FAST)
CIK: 0000815556
Period of Report: 2013-07-30

Reporting Person: Rucinski Steven A (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-31	Common Stock	M	12500	$22.50	Acquired	16109	Direct
2013-07-31	Common Stock	S	12500	$49	Disposed	3609	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-07-31	Employee Stock Option (Right to Buy)	$22.5	M	12500	Disposed	2016-05-31	Common Stock (12500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3028	Direct
Common Stock	6703	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$35	2019-05-31	Common Stock (50000)	50000	Direct
Employee Stock Option (Right to Buy)	$54	2021-05-31	Common Stock (37500)	37500	Direct

Footnotes

F1: The options vest and become exercisable over a period of eight years, with 50% of the options vesting and becoming exercisable half way through the relevant vesting period, and the remainder vesting and becoming exercisable proportionately on each anniversary of the date of the grant of the option occuring after the initial vesting date.

F2: The options vest and become exercisable over a period of seven years, with 50% of the options vesting and becoming exercisable half way through the relevant vesting period, and the remainder vesting and becoming exercisable proportionately (14%, 14%, 14% and 8%) on each anniversary of the date of the grant of the option occuring after the initial vesting date.

F3: The options vest and become exercisable over a period of five years, with 50% of the options vesting and becoming exercisable half way through the relevant vesting period, and the remainder vesting and becoming exercisable proportionately (20%, 20% and 10%) on each anniversary of the date of the grant of the option occuring after the initial vesting date.

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

F5: Shares attributed to reporting person's account with issuer's 401(K) Plan as of 6/30/2013.