PENTAIR plc — Director's Dealing 2010

Jan 7, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR INC (PNR)
CIK: 0000077360
Period of Report: 2010-01-04

Reporting Person: AINSWORTH LOUIS L (Sr. Vice President, Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-01-04	Common Stock - Restricted Stock Units	A	12167	$0.00	Acquired	22167	Direct
2010-01-04	Common Stock	F	2650	$33.38	Disposed	134273.413	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-01-04	Employee Stock Option (right to buy)	$33.38	A	54191	Acquired	2020-01-04	Common Stock (54191)	Direct

Footnotes

F1: Restricted stock units granted pursuant to and subject to a vesting condition of the Pentair, Inc. 2008 Omnibus Stock Incentive Plan, as Amended. Each restricted stock unit represents a right to receive one share of Pentair, Inc. common stock upon vesting.

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

F3: Employee stock option granted under the Pentair, Inc. 2008 Omnibus Stock Incentive Plan, as Amended.

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