GENERAC HOLDINGS INC. — Director's Dealing 2014

Jul 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENERAC HOLDINGS INC. (GNRC)
CIK: 0001474735
Period of Report: 2014-06-30

Reporting Person: FMR LLC (10% Owner, See Remark 1)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-01	Common Stock	P	27168	$47.04	Acquired	763071	Indirect

Footnotes

F1: Holdings of Generac Holdings Inc. reflected in Table 1, Column 5 are held by the following entities: Crosby Advisors LLC (762,271 shares of Common Stock) and FIMM, LLC (800 shares of Common Stock). The transaction reported in this Form represents the purchase of 27,168 shares of Common Stock by Crosby Advisors LLC. Crosby Advisors LLC, 11 Keewaydin Drive, Suite 200, Salem, New Hampshire, 03079, a wholly-owned subsidiary of Crosby Company of New Hampshire LLC ("CCNH"), is the beneficial owner of 762,271 shares of the outstanding Common Stock of Generac Holdings Inc. as a result of providing investment advisory services to individuals, trusts and limited liability entities. Members of the family of Edward C. Johnson 3d, Chairman of FMR LLC, directly or indirectly, own CCNH.

F2: Column 5 does not include shares beneficially owned by FMR Co., Inc., Pyramis Global Advisors Trust Company and Pyramis Global Advisors, LLC as a result of acting as investment adviser to various investment companies and accounts as disclosed in Remark 2 below.