Snap-on Inc — Director's Dealing 2015

Jan 7, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2015-01-03

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-01-03	Common Stock	M	5363	—	Acquired	29586.834	Direct
2015-01-03	Common Stock	F	1918	$136.29	Disposed	27668.834	Direct
2015-01-05	Common Stock	S	800	$135.24	Disposed	26868.834	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-01-03	Restricted Stock Units	$	M	5363	Disposed		Common Stock (5363)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
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
Stock Option (Right to Buy)	$109.43	2024-02-13	Common Stock (33000)	33000	Direct
Restricted Stock Units	$		Common Stock (5162)	5162	Direct
Restricted Stock Units	$		Common Stock (4027)	4027	Direct
Performance Units	$		Common Stock (6101)	6101	Direct
Performance Units	$		Common Stock (4766)	4766	Direct
Performance Units	$		Common Stock (4027)	4027	Direct

Footnotes

F1: The restricted stock units were earned based on Company performance during fiscal 2012 and vested in one installment based on continued employment through the end of fiscal 2014.

F2: Includes 31.4479 shares acquired under a dividend reinvestment plan.

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

F4: The shares were sold pursuant to a Rule 10b5-1 Plan.

F5: 1 for 1.

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

F7: 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.

F8: The restricted stock units may be earned based on the achievement of certain Company goals during fiscal 2014. Assuming continued employment through the end of fiscal 2016, 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.

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.

F11: 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.