PENTAIR plc — Director's Dealing 2008

Jan 5, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2008-01-02

Reporting Person: HOGAN RANDALL J (Director, Chairman, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-01-02	Common Stock	A	47250	—	Acquired	268523	Direct
2008-01-02	Common Stock	G	29509	—	Disposed	239014	Direct
2008-01-02	Common Stock	F	17205	$34.18	Disposed	221809	Direct
2008-01-02	Common Stock	G	29509	—	Acquired	337690	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-01-02	Employee Stock Option (right to buy)	$34.18	A	333250	Acquired	2018-01-02	Common Stock (333250)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1452	Indirect
Common Stock	1452	Indirect
Common Stock	14548	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.