RBC Bearings INC — Director's Dealing 2011

Nov 22, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RBC Bearings INC (ROLL)
CIK: 0001324948
Period of Report: 2011-11-21

Reporting Person: HARTNETT MICHAEL J (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-21	Common Stock	F	7193	$40.325	Disposed	115314	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option for Common Stock	$14.5	2015-08-10	Common Stock (533502)	533502	Direct
Stock Option for Common Stock	$22.66	2013-07-12	Common Stock (40000)	40000	Direct
Stock Option for Common Stock	$31.91	2015-02-12	Common Stock (100000)	100000	Direct
Stock Option for purchase of Common Stock	$20.37	2015-11-11	Common Stock (100000)	100000	Direct
Stock Option for purchase of Common Stock	$22.73	2016-11-16	Common (100000)	100000	Direct
Stock Option for purchase of Common Stock	$37.66	2018-10-06	Common Stock (100000)	100000	Direct

Footnotes

F1: Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/3 vested on 7/12/07, 1/3 vest on 7/12/08 and 1/3 vest on 7/12/09.

F2: Options to purchase shares of common stock are subject to the following vesting schedule: 1/5 vest on 2/12/09, 1/5 vest on 2/12/10, 1/5 vest on 2/12/11, 1/5 vest on 2/12/12 and 1/5 vest on 2/12/13.

F3: 10,000 shares of the reported Common Stock are Restricted Shares. The Restrictions lapse in accordance with the following schedule: 1/2 lapse on 2/12/12 and 1/2 lapse on 2/12/13. Unvested shares of Restricted Stock (i) may be immediately forfeited to the Company at the time the grantee ceases to be an officer or employee of, or otherwise perform services for, the Company or its subsidiaries under certain circumstances or (ii) may lapse upon the happening of certain events.

F4: Options to purchase shares of common stock are subject to the following vesting schedule: 1/3 vested on 11/11/09, 1/3 vest on 11/11/10 and 1/3 vest on 11/11/11.

F5: Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/5 vest on 11/16/2010, 1/5 vest on 11/16/2011, 1/5 vest on 11/16/2012, 1/5 vest on 11/16/2013 and 1/5 vest on 11/16/2014

F6: 8,333 shares of the reported Common Stock are Restricted Shares. The Restrictions lapse on 11/16/2012. Unvested shares of Restricted Stock (i) may be immediately forfeited to the Company at the time the grantee ceases to be an officer or employee of, or otherwise perform services for, the Company or its subsidiaries under certain circumstances or (ii) may lapse upon the happening of certain events

F7: 16,667 shares of the reported Common Stock are Restricted Shares. The Restrictions lapse in accordance with the following schedule: 1/2 lapse on 4/4/2012 and 1/2 lapse on 4/4/2013. Unvested shares of Restricted Stock (i) may be immediately forfeited to the Company at the time the grantee ceases to be an officer or employee of, or otherwise perform services for, the Company or its subsidiaries under certain circumstances or (ii) may lapse upon the happening of certain events

F8: 35,000 shares of the reported Common Stock are Restricted Shares. The Restrictions lapse in accordance with the following schedule: 1/5 lapse on 10/06/2012, 1/5 lapse on 10/06/2013, 1/5 lapse on 10/06/2014, 1/5 lapse on 10/06/2015 and 1/5 lapse on 10/06/2016. Unvested shares of Restricted Stock (i) may be immediately forfeited to the Company at the time the grantee ceases to be an officer or employee of, or otherwise perform services for, the Company or its subsidiaries under certain circumstances or (ii) may lapse upon the happening of certain events.

F9: Options to purchase shares of Common Stock are subject to the following vesting schedule: 1/5 vest on 10/06/2012, 1/5 vest on 10/06/2013, 1/5 vest on 10/06/2014, 1/5 vest on 10/06/2015 and 1/5 vest on 10/06/2016. Options expire 7 years from grant date.

F10: Represents shares withheld by the Company to pay tax liability related to the vesting of restricted stock.