Snap-on Inc — Director's Dealing 2018

Feb 28, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2018-02-26

Reporting Person: KASSOUF THOMAS L. (Sr VP & Pres - Tools)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-26	Common Stock	M	28000	$58.94	Acquired	56394	Direct
2018-02-26	Common Stock	M	33000	$60.00	Acquired	89394	Direct
2018-02-26	Common Stock	M	35000	$79.04	Acquired	124394	Direct
2018-02-26	Common Stock	S	93284	$160.3827	Disposed	31110	Direct
2018-02-26	Common Stock	S	2716	$161.0384	Disposed	28394	Direct
2018-02-26	Common Stock	I	8463.6191	$160.16	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-26	Stock Option (Right to Buy)	$58.94	M	28000	Disposed	2021-02-09	Common Stock (28000)	Direct
2018-02-26	Stock Option (Right to Buy)	$60.00	M	33000	Disposed	2022-02-08	Common Stock (33000)	Direct
2018-02-26	Stock Option (Right to Buy)	$79.04	M	35000	Disposed	2023-02-13	Common Stock (35000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12800	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$109.43	2024-02-13	Common Stock (36000)	36000	Direct
Stock Option (Right to Buy)	$144.69	2025-02-12	Common Stock (37000)	37000	Direct
Stock Option (Right to Buy)	$138.03	2026-02-11	Common Stock (38000)	38000	Direct
Stock Option (Right to Buy)	$168.70	2027-02-09	Common Stock (39000)	39000	Direct
Stock Option (Right to Buy)	$161.18	2028-02-15	Common Stock (26277)	26277	Direct
Restricted Stock Units	$		Common Stock (3322)	3322	Direct
Restricted Stock Units	$		Common Stock (1039)	1039	Direct
Restricted Stock Units	$		Common Stock (3050)	3050	Direct
Performance Units	$		Common Stock (2859)	2859	Direct
Performance Units	$		Common Stock (2757)	2757	Direct
Performance Units	$		Common Stock (3051)	3051	Direct
Deferred Stock Units	$		Common Stock (2562.1689)	2562.1689	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $160.00 to $160.98. 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: This transaction was executed in multiple trades at prices ranging from $161.00 to $161.09. 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 information is based on the plan balance as of the date of the transaction.

F4: Option fully vested.

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 2016. Assuming continued employment through the end of fiscal 2018, 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 2017. Assuming continued employment through the end of fiscal 2019, 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 2018. Assuming continued employment through the end of fiscal 2020, 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 number is 200% of the number reported, subject to plan limits.

F11: 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.

F12: If the Company achieves certain goals over the 2017-2019 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 2018-2020 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.