PENTAIR plc — Director's Dealing 2013

Jan 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PENTAIR LTD (PNR)
CIK: 0000077360
Period of Report: 2013-01-02

Reporting Person: SCHROCK MICHAEL V (Pres & Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-02	Common Shares - Restricted Stock Units	F	1	$50.61	Disposed	119854	Direct
2013-01-02	Common Shares - Restricted Stock Units	A	15149	—	Acquired	135003	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-02	Employee Stock Option (right to buy)	$50.61	A	58435	Acquired	2023-01-02	Common Shares (58435)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares - ESPP	6871.176	Direct

Footnotes

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

F2: Restricted stock units granted pursuant to and subject to a vesting condition of the Pentair Ltd. 2012 Stock and Incentive Plan. Each restricted stock unit represents a right to receive one share of Pentair Ltd. common shares upon vesting.

F3: End-of-period holdings include monthly purchase(s) under the Pentair, Inc. Employee Stock Purchase and Bonus Plan (ESPP) in exempt transaction(s) pursuant to Rule 16b-3(c).

F4: Employee stock option granted under the Pentair Ltd. 2012 Stock and Incentive Plan.

F5: One-third of the stock options become exercisable on the first, second, and third anniversary of the grant.