FRANKLIN ELECTRIC CO INC — Director's Dealing 2012

Sep 10, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (FELE)
CIK: 0000038725
Period of Report: 2012-09-07

Reporting Person: SENGSTACK GREGG C (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-09-07	common stock	M	19670	$17.34	Acquired	186432	Direct
2012-09-07	common stock	F	11590	$56.76	Disposed	174842	Direct
2012-09-07	common stock	J	14126	$56.9	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-07	option	$17.34	M	19670	Disposed	2019-03-05	common stock (19670)	Direct

Footnotes

F1: options became exercisable in 4 equal installments of 1/4 each beginning with the first anniversary of the 3/5/2009 grant date.

F2: includes 5349 restricted stock units that vest 4 years from the 5/4/2012 grant date, 4000 restricted shares that vest 4 years after the 2/22/2012 grant date, 3377 restricted shares that vest 4 years from the 3/2/2011 grant date and 173706 shares owned outright.

F3: includes 5349 restricted stock units that vest 4 years from the 5/4/2012 grant date, 4000 restricted shares that vest 4 years from the 2/22/2012 grant date, 3377 restricted shares that vest 4 years after the 3/2/2011 grant date and 174,842 shares owned outright.

F4: liquidation of Company stock held in 401K plan