Snap-on Inc — Director's Dealing 2016

May 17, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2016-05-17

Reporting Person: MORENO JEANNE M (VP & Chief Information Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-17	Common Stock	M	4500	$109.43	Acquired	13944.077	Direct
2016-05-17	Common Stock	M	4500	$144.69	Acquired	18444.077	Direct
2016-05-17	Common Stock	S	10417	$164.7093	Disposed	8027.077	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-17	Stock Option (Right to Buy)	$109.43	M	4500	Disposed	2024-02-13	Common Stock (4500)	Direct
2016-05-17	Stock Option (Right to Buy)	$144.69	M	4500	Disposed	2025-02-12	Common Stock (4500)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$138.03	2026-02-11	Common Stock (13500)	13500	Direct
Restricted Stock Units	$		Common Stock (2147)	2147	Direct
Restricted Stock Units	$		Common Stock (1742)	1742	Direct
Restricted Stock Units	$		Common Stock (1020)	1020	Direct
Performance Units	$		Common Stock (1611)	1611	Direct
Performance Units	$		Common Stock (1266)	1266	Direct
Performance Units	$		Common Stock (1020)	1020	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $164.50 to $164.94. 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: Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.

F3: Exercise of Rule 16b-3 stock option.

F4: 1 for 1.

F5: 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.

F6: The restricted stock units were earned based on Company performance during fiscal 2015. Assuming continued employment through the end of fiscal 2017, 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 2016. Assuming continued employment through the end of fiscal 2018, 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.

F8: 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.

F9: 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.

F10: If the Company achieves certain goals over the 2016-2018 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.