PENTAIR plc — Director's Dealing 2015

Jan 9, 2015

SEC Form 4/A — Form 4/A

Issuer: PENTAIR plc (PNR)
CIK: 0000077360
Period of Report: 2015-01-02

Reporting Person: HOGAN RANDALL J (Director, Chairman & Chief Exec. Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-01-02	Common Shares - Restricted Stock Units	A	46991	—	Acquired	295778	Direct
2015-01-02	Common Shares	F	3156	$66.68	Disposed	55559	Direct
2015-01-03	Common Shares	F	21336	$63.96	Disposed	83494	Direct

Footnotes

F1: Restricted stock units granted pursuant to and subject to a vesting condition of the Pentair plc 2012 Stock and Incentive Plan. Each restricted stock unit represents a right to receive one share of Pentair plc common shares upon vesting.

F2: End-of-period holdings reflect the vesting of restricted stock units that were previously reported.

F3: The Form 4 filed on January 6, 2015, reported that the reporting person held 294,553 shares following the reported transaction. This amended Form 4 is being filed to report that the reporting person actually held 295,778 shares following the transaction.

F4: Shares surrendered to pay taxes applicable to vesting of restricted stock units.

F5: The Form 4 filed on January 6, 2015 reported 3,400 shares were surrendered to pay taxes applicable to the vesting of restricted stock units. This amended Form 4 is being filed to report that 3,156 shares were actually surrendered for the payment of this tax liability and to correct the number of shares beneficially owned following the reported transaction.

F6: The Form 4 filed on January 6, 2015 reported 19,209 shares were surrendered to pay taxes applicable to the vesting of restricted stock units. This amended Form 4 is being filed to report that 21,336 shares were actually surrendered for the payment of this tax liability and to correct the number of shares beneficially owned following the reported transaction.