GATX CORP — Director's Dealing 2014

Apr 30, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GATX CORP (GMT)
CIK: 0000040211
Period of Report: 2014-04-28

Reporting Person: Titterton Paul F (VP & Chief Commercial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-28	Common Stock	I	3104.244	$64.87	Acquired	4276.293	Indirect
2014-04-28	Common Stock	M	1267	$33.935	Acquired	13893.382	Direct
2014-04-28	Common Stock	F	858	$65.095	Disposed	13035.382	Direct
2014-04-28	Common Stock	M	2600	$44.015	Acquired	15635.382	Direct
2014-04-28	Common Stock	F	2030	$65.145	Disposed	13605.382	Direct
2014-04-28	Common Stock	M	1233	$45.891	Acquired	14838.382	Direct
2014-04-28	Common Stock	F	987	$65.145	Disposed	13851.382	Direct
2014-04-28	Common Stock	S	946	$65.3678	Disposed	12905.382	Direct
2014-04-29	Common Stock	S	1225	$65.2316	Disposed	11680.382	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-28	Stock-Settled Stock Appreciation Right	$33.935	M	1267	Disposed	2018-01-27	Common Stock (1267)	Direct
2014-04-28	Stock-Settled Stock Appreciation Right	$44.015	M	2600	Disposed	2019-01-26	Common Stock (2600)	Direct
2014-04-28	Stock-Settled Stock Appreciation Right	$45.891	M	1233	Disposed	2020-01-24	Common Stock (1233)	Direct

Footnotes

F1: Represents the weighted average sale price. The highest price at which shares were sold was $65.83 and the lowest price at which shares were sold was $65.13.

F2: Represents the weighted average sale price. The highest price at which shares were sold was $65.33 and the lowest price at which shares were sold was $64.97.