PENTAIR plc — Director's Dealing 2003

Jul 15, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2003-07-14

Reporting Person: GROGAN BARBARA B (Director)

Footnotes

F1: Phantom stock units convert into common stock on a one-for-one basis.

F2: Represents phantom stock units credited under a deferred compensation plan for non-employee directors over which the reporting person has no current dispositive or voting power.

F3: Shares acquired under this Plan are purchased over a three-day trading period. The price shown is the average purchase price over the trading period.

F4: Settlement of phantom stock units will be in Pentair common stock in accordance with reporting person's irrevocable election.

F5: Reporting person also holds 2,400 shares directly.