MODINE MANUFACTURING CO — Director's Dealing 2015

Jun 4, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MODINE MANUFACTURING CO (MOD)
CIK: 0000067347
Period of Report: 2015-06-02

Reporting Person: KELSEY MARGARET C (VP, Gen Counsel & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-02	Common stock	A	12046	$11.39	Acquired	67795	Direct
2015-06-02	Common stock	F	720	$11.39	Disposed	67075	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-06-02	Employee stock option	$11.39	A	9125	Acquired	2025-06-02	Common stock (9125)	Direct

Footnotes

F1: This stock award will vest in four equal annual increments commencing on 6/2/16.

F2: This total includes 318 units of Modine common stock held in the Reporting Person's Modine 401(k) Retirement Plan account.

F3: Shares disposed of in a private transaction to cover tax withholding.

F4: This option will vest in four equal annual increments commencing on 6/2/16.