Snap-on Inc — Director's Dealing 2013

Feb 22, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2013-02-21

Reporting Person: Pagliari Aldo John (Sr VP - Finance & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-21	Common Stock	M	4800	$31.52	Acquired	20008.8206	Direct
2013-02-21	Common Stock	S	1140	$78.0516	Disposed	18868.8206	Direct
2013-02-21	Common Stock	S	1139	$78.0433	Disposed	17729.8206	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-21	Stock Option (Right to Buy)	$31.52	M	4800	Disposed	2014-01-23	Common Stock (4800)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$33.75	2015-02-18	Common Stock (4320)	4320	Direct
Stock Option (Right to Buy)	$39.35	2016-02-16	Common Stock (6480)	6480	Direct
Stock Option (Right to Buy)	$50.22	2017-02-15	Common Stock (6480)	6480	Direct
Stock Option (Right to Buy)	$51.75	2018-02-13	Common Stock (6480)	6480	Direct
Stock Option (Right to Buy)	$29.69	2019-02-11	Common Stock (6480)	6480	Direct
Stock Option (Right to Buy)	$41.01	2020-02-10	Common Stock (6480)	6480	Direct
Stock Option (Right to Buy)	$58.94	2021-02-09	Common Stock (20000)	20000	Direct
Stock Option (Right to Buy)	$60.00	2022-02-08	Common Stock (27000)	27000	Direct
Stock Option (Right to Buy)	$79.04	2023-02-13	Common Stock (30000)	30000	Direct
Restricted Stock Units	$		Common Stock (7467)	7467	Direct
Restricted Stock Units	$		Common Stock (5363)	5363	Direct
Restricted Stock Units	$		Common Stock (4766)	4766	Direct
Performance Units	$		Common Stock (4674)	4674	Direct
Performance Units	$		Common Stock (6101)	6101	Direct
Performance Units	$		Common Stock (4766)	4766	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $78.0246 to $78.08. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.

F2: Exercise of Rule 16b-3 stock option.

F3: Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.

F4: 1 for 1.

F5: The restricted stock units were earned based on company performance during fiscal 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.

F6: The restricted stock units were earned based on company performance during fiscal 2012. Assuming continued employment through the end of fiscal 2014, the units 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 fiscal 2013. Assuming continued employment through the end of fiscal 2015, any units earned 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 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.

F9: If the company achieves certain goals over the 2012-2014 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 2013-2015 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.