Snap-on Inc — Director's Dealing 2015

Jul 28, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2015-07-27

Reporting Person: Boyd Iain (VP - Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-07-27	Common Stock	S	3951	$158.4536	Disposed	927.9812	Direct
2015-07-27	Common Stock	M	5400	$50.22	Acquired	6327.9812	Direct
2015-07-27	Common Stock	M	6480	$51.75	Acquired	12807.9812	Direct
2015-07-27	Common Stock	M	2160	$29.69	Acquired	14967.9812	Direct
2015-07-27	Common Stock	M	6500	$41.01	Acquired	21467.9812	Direct
2015-07-27	Common Stock	S	7490	$157.9602	Disposed	13977.9812	Direct
2015-07-27	Common Stock	S	5738	$158.7143	Disposed	8239.9812	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-07-27	Stock Option (Right to Buy)	$50.22	M	5400	Disposed	2017-02-15	Common Stock (5400)	Direct
2015-07-27	Stock Option (Right to Buy)	$51.75	M	6480	Disposed	2018-02-13	Common Stock (6480)	Direct
2015-07-27	Stock Option (Right to Buy)	$29.69	M	2160	Disposed	2019-02-11	Common Stock (2160)	Direct
2015-07-27	Stock Option (Right to Buy)	$41.01	M	6500	Disposed	2020-02-10	Common Stock (6500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	560.6186	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$58.94	2021-02-09	Common Stock (10000)	10000	Direct
Stock Option (Right to Buy)	$60.00	2022-02-08	Common Stock (12000)	12000	Direct
Stock Option (Right to Buy)	$79.04	2023-02-13	Common Stock (13000)	13000	Direct
Stock Option (Right to Buy)	$109.43	2024-02-13	Common Stock (13500)	13500	Direct
Stock Option (Right to Buy)	$144.69	2025-02-12	Common Stock (13500)	13500	Direct
Restricted Stock Units	$		Common Stock (2278)	2278	Direct
Restricted Stock Units	$		Common Stock (2211)	2211	Direct
Restricted Stock Units	$		Common Stock (1304)	1304	Direct
Performance Units	$		Common Stock (2104)	2104	Direct
Performance Units	$		Common Stock (1660)	1660	Direct
Performance Units	$		Common Stock (1304)	1304	Direct
Deferred Stock Units	$		Common Stock (315.5655)	315.5655	Direct

Footnotes

F1: Includes 219.4619 shares acquired under the Snap-on Incorporated Employee Stock Ownership Plan and 5.6924 shares acquired under a dividend reinvestment plan.

F2: This transaction was executed in multiple trades at prices ranging from $157.41 to $158.40. 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.

F3: This transaction was executed in multiple trades at prices ranging from $158.42 to $159.28. 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.

F4: This information is based on a plan statement dated June 30, 2015.

F5: Exercise of Rule 16b-3 stock option.

F6: Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.

F7: 1 for 1.

F8: The restricted stock units were earned based on Company performance during fiscal 2013. Assuming continued employment through the end of fiscal 2015, the units will then vest in one installment and the shares will be issued shortly thereafter.

F9: The restricted stock units were earned based on Company performance during fiscal 2014. Assuming continued employment through the end of fiscal 2016, the units will then vest in one installment and the shares will be issued shortly thereafter.

F10: The restricted stock units may be earned based on the achievement of certain Company goals during fiscal 2015. Assuming continued employment through the end of fiscal 2017, 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, subject to plan limits.

F11: 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, subject to plan limits.

F12: If the Company achieves certain goals over the 2014-2016 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, subject to plan limits.

F13: If the Company achieves certain goals over the 2015-2017 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, subject to plan limits.

F14: Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.

F15: Balance was adjusted to correct an administrative error from a prior year.