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RYDER SYSTEM INC Director's Dealing 2013

Feb 13, 2013

30770_dirs_2013-02-12_76ce8b37-636a-4458-9998-ebf56d9e32f1.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RYDER SYSTEM INC (R)
CIK: 0000085961
Period of Report: 2012-11-01

Reporting Person: SANCHEZ ROBERT E (President and COO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-11-01 Common Stock F 5467 $45.53 Disposed 49590 Direct
2013-02-10 Common Stock F 273 $57.705 Disposed 49319 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-02-08 Stock Option (right to buy) $58.21 A 89325 Acquired 2023-02-07 Common Stock (89325) Direct
2013-02-08 Performance-Based Restricted Stock Rights $0.00 A 21475 Acquired Common Stock () Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1544 Indirect
Common Stock 2616 Indirect

Footnotes

F1: Represents shares of common stock withheld by the Company for the payment of taxes due upon the vesting of restricted stock rights granted to the reporting person on October 9, 2009.

F2: Represents shares of common stock withheld by the Company for the payment of taxes due upon the vesting of restricted stock rights granted to the reporting person on February 10, 2010.

F3: Includes 2 shares of common stock acquired by the reporting person under the Company's dividend reinvestment plan.

F4: The stock options vest in three equal installments on February 8, 2014, February 8, 2015 and February 8, 2016.

F5: The performance cycle for one half of the performance-based restricted stock rights (PBRSRs) is segmented into three equal performance periods of one, two and three years. The performance period for the other half is segmented into three equal one-year performance periods. The PBRSRs earned for each performance period will vest at the end of the three-year cycle ending on December 31, 2015. PBRSRs that do not vest will be cancelled.

F6: The PBRSRs represent a contingent right to receive that number of shares of Ryder common stock equal to 25% to 125% of the number of PBRSRs based on the Company achieving certain threshold, target or maximum performance goals.