PENTAIR plc — Director's Dealing 2009

Jan 6, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2009-01-02

Reporting Person: MERRIMAN RONALD (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-01-05	Common Stock	M	239.636	$0.00	Acquired	10239.636	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-01-02	Nonqualified Stock Option (right to buy)	$24.78	A	17200	Acquired	2019-01-02	Common Stock (17200)	Direct
2009-01-05	Phantom Stock Units (Deferred Compensation)	$1.00	M	239.636	Disposed		Common Stock (239.636)	Indirect

Footnotes

F1: Upon settlement of phantom stock units, underlying securities held directly by reporting person.

F2: Nonqualified stock option granted under the Pentair, Inc. 2008 Omnibus Stock Incentive Plan, as Amended.

F3: One-third of the stock options become exercisable on the first, second, and third anniversary of the grant.

F4: Phantom stock units convert into common stock on a one-for-one basis.

F5: Settlement of phantom stock units in accordance with reporting person's irrevocable election.