GENERAC HOLDINGS INC. — Director's Dealing 2020

May 7, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENERAC HOLDINGS INC. (GNRC)
CIK: 0001474735
Period of Report: 2020-05-05

Reporting Person: MINICK RUSSELL S (Chief Marketing Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-05	Common Stock	S	9051	$100.2273	Disposed	14150	Direct
2020-05-05	Common Stock	M	5521	$33.23	Acquired	19671	Direct
2020-05-05	Common Stock	S	5421	$99.4764	Disposed	14250	Direct
2020-05-05	Common Stock	S	100	$100.06	Disposed	14150	Direct
2020-05-05	Common Stock	M	6239	$40.12	Acquired	20389	Direct
2020-05-05	Common Stock	S	6239	$99.4877	Disposed	14150	Direct
2020-05-05	Common Stock	M	6088	$43.88	Acquired	20238	Direct
2020-05-05	Common Stock	S	5988	$99.5063	Disposed	14250	Direct
2020-05-05	Common Stock	S	100	$100.11	Disposed	14150	Direct
2020-05-05	Common Stock	M	5787	$52.065	Acquired	19937	Direct
2020-05-05	Common Stock	S	5687	$99.50360	Disposed	14250	Direct
2020-05-05	Common Stock	S	100	$100.12	Disposed	14150	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-05	Stock Option (Right to Buy)	$33.23	M	5521	Disposed	2026-02-18	Common Stock (5521)	Direct
2020-05-05	Stock Option (Right to Buy)	$40.12	M	6239	Disposed	2027-03-01	Common Stock (6239)	Direct
2020-05-05	Stock Option (Right to Buy)	$43.88	M	6088	Disposed	2028-03-01	Common Stock (6088)	Direct
2020-05-05	Stock Option (Right to Buy)	$52.065	M	5787	Disposed	2029-03-01	Common Stock (5787)	Direct

Footnotes

F1: The price reported is the weighted average price. The shares were sold in multiple transactions at prices ranging from $99.99 to $100.52, 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 price reported is the weighted average price. The shares were sold in multiple transactions at prices ranging from $99.045 to $99.94, 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.

F3: The price reported is the weighted average price. The shares were sold in multiple transactions at prices ranging from $99.045 to $100.00, 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.

F4: The price reported is the weighted average price. The shares were sold in multiple transactions at prices ranging from $99.04 to $99.99, 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.

F5: The price reported is the weighted average price. The shares were sold in multiple transactions at prices ranging from $99.045 to $100.00, 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.

F6: Subject to continued service through the vesting date, the Options shall all vest in equal installments on each of the first four (4) anniversaries of the Date of Grant.