TENNANT CO — Director's Dealing 2013

Feb 26, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TENNANT CO (TNC)
CIK: 0000097134
Period of Report: 2013-02-22

Reporting Person: Eckert Andrew J (Vice President, The Americas)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-22	Common Stock	A	1445	—	Acquired	9222	Direct
2013-02-25	Common Stock	M	2207	$10.08	Acquired	11429	Direct
2013-02-25	Common Stock	S	2207	$47.3395	Disposed	9222	Direct
2013-02-26	Common Stock	F	507	$45.73	Disposed	8715	Direct
2013-02-26	Common Stock	M	4457	—	Acquired	13172	Direct
2013-02-26	Common Stock	F	1458	$45.73	Disposed	11714	Direct
2013-02-26	Common Stock	M	8900	$10.08	Acquired	20614	Direct
2013-02-26	Common Stock	S	8900	$45.8873	Disposed	11714	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-22	Stock Option (right to buy)	$47.03	A	6914	Acquired	2023-02-22	Common Stock (6914)	Direct
2013-02-25	Stock Option (right to buy)	$10.08	M	2207	Disposed	2019-02-27	Common Stock (2207)	Direct
2013-02-26	Deferred Stock Units - Short-Term Incentive Plan	$	M	4457	Disposed		Common Stock (4457)	Direct
2013-02-26	Stock Option (right to buy)	$10.08	M	8900	Disposed	2019-02-27	Common Stock (8900)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2678.2882	Indirect

Footnotes

F1: Restricted stock grant made pursuant to the 2013 Long-Term Incentive Plan vesting on February 22, 2016.

F2: Reflects the weighted average price of 2,207 shares of Common Stock of Tennant Company sold by the reporting person in multiple transaction on February 25, 2013 with sale prices ranging from $47.00 to $47.628. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F3: This is a payout of Deferred Stock Units granted Febraury 26, 2010, and are governed under the 2007 Stock Incentive Plan. Units were granted at a rate of $1.20 for each dollar of bonus earned. The units are pertaining to the 2009 Short-Term Incentive Plan, converted on a one-for-one basis and are to be settled in 100% Tennant Common Stock. The units themselves (3,526) vested at the time of the grant; the 20% premium (705 units) vested on February 26, 2013; and dividends were converted into additional Deferred Stock Units (226).

F4: Reflects the weighted average price of 8,900 shares of Common Stock of Tennant Company sold by the reporting person in multiple transaction on February 26, 2013 with sale prices ranging from $45.6027 to $46.26. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F5: Options exercisable in one-third increments on each of February 22, 2014, February 22, 2015 and February 22, 2016.