GENERAC HOLDINGS INC. — Director's Dealing 2014

Mar 18, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENERAC HOLDINGS INC. (GNRC)
CIK: 0001474735
Period of Report: 2014-03-17

Reporting Person: Jagdfeld Aaron (Director, Pres. and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-17	Common Stock, par value $0.01 per share	M	10000	$2	Acquired	654314	Direct
2014-03-17	Common Stock, par value $0.01 per share	F	4567	$61.53	Disposed	649747	Direct
2014-03-18	Common Stock, par value $0.01 per share	S	5433	$60.99	Disposed	644314	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-17	Stock Option (Right to Buy)	$2	M	10000	Disposed	2020-02-10	Common Stock (10000)	Direct

Footnotes

F1: The price reported is the weighted average price. The shares were sold pursuant to the terms of a trading plan, adopted March 14, 2012, under Rule 10b5-1 by Mr. Jagdfeld. The shares were sold in multiple transactions at prices ranging from $60.91 to $61.05, inclusive. The reporting person undertakes to provide the SEC, the issuer and any security holder full information regarding the number of shares and the prices at which the shares were sold.

F2: The option provides for vesting in five equal annual installments beginning on February 10, 2011, subject in each case to Mr. Jagdfeld's continued employment with Generac Holdings Inc. through the vesting date.