PENTAIR plc — Director's Dealing 2009

Feb 24, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2009-02-23

Reporting Person: SCHROCK MICHAEL V (President, COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-02-23	Common Stock	F	360	$20.96	Disposed	170144.672	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock - ESOP	1219.8259	Indirect
Common Stock - ESPP	5121.442	Direct

Footnotes

F1: Shares surrendered to pay taxes applicable to vesting of restricted stock.

F2: End-of-period holdings include shares acquired under a dividend reinvestment plan in exempt transaction not required to be reported pursuant to Section 16(a).

F3: End-of-period holdings include monthly purchase(s), since the reporting person's last filed Form, under the Pentair, Inc. Employee Stock Purchase and Bonus Plan (ESPP) in exempt transaction(s) pursuant to Rule 16b-3(c); and shares acquired pursuant to a dividend reinvestment feature of the ESPP.