PENTAIR plc — Director's Dealing 2007

Jan 5, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2007-01-03

Reporting Person: CATHCART RICHARD J (Director, Vice Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-01-03	Common Stock	A	15000	—	Acquired	150000	Direct
2007-01-03	Common Stock	F	5760	$30.05	Disposed	144240	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-01-03	Employee Stock Option (right to buy)	$30.05	A	100000	Acquired	2017-01-03	Common Stock (100000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1537.005	Indirect

Footnotes

F2: Shares surrendered to pay taxes applicable to vesting of restricted stock.

F3: Employee stock option granted pursuant to the Pentair, Inc. Omnibus Stock Incentive Plan.

F1: Restricted stock granted pursuant to the Pentair, Inc. Omnibus Stock Incentive Plan. Shares remain subject to a vesting condition under the stock incentive plan.

F4: One-third of the stock options become exercisable on the first, second, and third anniversary of the grant.