FRANKLIN ELECTRIC CO INC — Director's Dealing 2014

May 14, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN ELECTRIC CO INC (FELE)
CIK: 0000038725
Period of Report: 2014-05-13

Reporting Person: Strupp Thomas J (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-13	common stock	M	5000	$16.095	Acquired	22612	Direct
2014-05-13	common stock	F	2972	$39.99	Disposed	19640	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-13	option	$16.095	M	5000	Disposed	2018-02-28	common stock (5000.0)	Direct

Footnotes

F1: includes 1,186 restricted stock units that vest 4 years after the 3/4/2014 grant date, 1530 restricted stock units that vest 4 years after the 3/6/2013 grant date, 2394 restricted shares that vest 4 years after the 5/4/2012 grant date, 2502 restricted shares that vest 4 years after the 3/2/2011 grant date, and 12,028 shares owned outright.

F2: The options became exercisable in four equal installments of 1/4 each year, beginning on the first anniversary of the 2/28/2008 grant date