Snap-on Inc — Director's Dealing 2012

Jan 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2011-12-31

Reporting Person: Ward Thomas J (Sr VP & President - RS&I Group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-31	Common Stock	M	7406	—	Acquired	19934.663	Direct
2011-12-31	Common Stock	F	3070	$50.62	Disposed	16864.663	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-31	Restricted Stock Units	$	M	7406	Disposed		Common Stock (7406)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$31.52	2014-01-23	Common Stock (3644)	3644	Direct
Stock Option (Right to Buy)	$33.75	2015-02-18	Common Stock (6480)	6480	Direct
Stock Option (Right to Buy)	$31.48	2015-04-01	Common Stock (3220)	3220	Direct
Stock Option (Right to Buy)	$39.35	2016-02-16	Common Stock (15000)	15000	Direct
Stock Option (Right to Buy)	$37.47	2016-04-27	Common Stock (5000)	5000	Direct
Stock Option (Right to Buy)	$50.22	2017-02-15	Common Stock (40000)	40000	Direct
Stock Option (Right to Buy)	$54.50	2017-04-30	Common Stock (10000)	10000	Direct
Stock Option (Right to Buy)	$51.75	2018-02-13	Common Stock (40000)	40000	Direct
Stock Option (Right to Buy)	$29.69	2019-02-11	Common Stock (40000)	40000	Direct
Stock Option (Right to Buy)	$41.01	2020-02-10	Common Stock (42000)	42000	Direct
Stock Option (Right to Buy)	$58.94	2021-02-09	Common Stock (42000)	42000	Direct
Restricted Stock Units	$		Common Stock (20677)	20677	Direct
Restricted Stock Units	$		Common Stock (10822)	10822	Direct
Performance Units	$		Common Stock (13074)	13074	Direct
Performance Units	$		Common Stock (14211)	14211	Direct
Performance Units	$		Common Stock (10823)	10823	Direct

Footnotes

F1: The restricted stock units were earned based on company performance during 2009 and vested in one installment based on continued employment through the end of fiscal 2011; the shares will be issued within 30 days of fiscal 2011 year end.

F2: Includes shares acquired under the Snap-on Incorporated Employee Stock Owership Plan and the Corporation's Dividend Reinvestment and Direct Stock Purchase Plan.

F3: Shares were withheld to cover tax withholding upon the vesting of the restricted stock units.

F4: Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.

F5: 1 for 1.

F6: The restricted stock units were earned based on company performance during 2010. Assuming continued employment through the end of fiscal 2012, the untis will then vest in one installment and the shares will be issued shortly thereafter.

F7: The restricted stock units may be earned based on the achievement of certain company goals during 2011. Assuming continued employment through the end of fiscal 2013, the units will then vest in one installment and the shares will be issued shortly thereafter. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported.

F8: If the company achieves certain goals over the 2009-2011 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported.

F9: If the company achieves certain goals over the 2010-2012 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported.

F10: If the company achieves certain goals over the 2011-2013 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported.