Snap-on Inc — Director's Dealing 2019

Feb 19, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SNAP-ON Inc (SNA)
CIK: 0000091440
Period of Report: 2019-02-14

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-14	Common Stock	M	2350	—	Acquired	48606.4111	Direct
2019-02-14	Common Stock	F	1068	$155.92	Disposed	47538.4111	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-14	Performance Units	$	D	354	Disposed		Common Stock (354)	Direct
2019-02-14	Performance Units	$	M	2350	Disposed		Common Stock (2350)	Direct
2019-02-14	Restricted Stock Units	$	D	662	Disposed		Common Stock (662)	Direct
2019-02-14	Stock Option (Right to Buy)	$155.92	A	23500	Acquired	2029-02-14	Common Stock (23500)	Direct
2019-02-14	Restricted Stock Units	$	A	2991	Acquired		Common Stock (2991)	Direct
2019-02-14	Performance Units	$	A	2992	Acquired		Common Stock (2992)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
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
Stock Option (Right to Buy)	$144.69	2025-02-12	Common Stock (34000)	34000	Direct
Stock Option (Right to Buy)	$138.03	2026-02-11	Common Stock (35000)	35000	Direct
Stock Option (Right to Buy)	$168.70	2027-02-09	Common Stock (36000)	36000	Direct
Stock Option (Right to Buy)	$161.18	2028-02-15	Common Stock (26052)	26052	Direct
Restricted Stock Units	$		Common Stock (985)	985	Direct
Performance Units	$		Common Stock (2612)	2612	Direct
Performance Units	$		Common Stock (3024)	3024	Direct

Footnotes

F1: Based on Company performance during the 2016-2018 period, approximately 86.9% of the performance units vested (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number originally reported, subject to plan limits).

F2: Shares were withheld to cover tax withholding upon the vesting of performance units.

F3: 1 for 1.

F4: Based on Company performance during fiscal 2018, approximately 78.1% of the restricted stock units originally granted were earned (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number of units originally reported, subject to plan limits). Assuming continued employment through the end of fiscal 2020, the units will then vest in one installment and the shares will be issued shortly thereafter.

F5: Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.

F6: The transaction was an option grant. Accordingly, the reporting person did not pay a price to obtain the option.

F7: The restricted stock units may be earned based on the achievement of certain Company goals during fiscal 2019. Assuming continued employment through the end of fiscal 2021, 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.

F8: If the Company achieves certain goals over the 2019-2021 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: Option fully vested.

F10: 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.

F11: 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.

F12: 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.