TIMKEN CO — Director's Dealing 2014

Feb 14, 2014

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TIMKEN CO (TKR)
CIK: 0000098362
Period of Report: 2014-02-14

Reporting Person: Fracassa Philip D. (CFO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15305	Direct
Common Stock (Restricted)	10325	Direct
Common Stock	2925	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$30.7	2018-02-04	Common Stock (7500.0)		Direct
Employee Stock Option (right to buy)	$22.67	2020-02-08	Common Stock (10000.0)		Direct
Employee Stock Option (right to buy)	$49.91	2021-02-08	Common Stock (5600.0)		Direct
Employee Stock Option (right to buy)	$51.76	2022-02-09	Common Stock (6000.0)		Direct
Employee Stock Option (right to buy)	$56.27	2023-02-07	Common Stock (4500.0)		Direct
Employee Stock Option (right to buy)	$57.1	2024-02-13	Common Stock (19400.0)		Direct
Restricted Share Unit	$0.0	2017-02-13	Common Stock (7900.0)		Direct

Footnotes

F1: Includes: (a) August 6, 2012 grant of 10,000 Restricted Shares, subject to forfeiture under certain specified circumstances, that vest 100% on August 6, 2017 and (b) grant of 325 Restricted Shares in 2010 and 2011 that are subject to vesting in 25 percent annual increments from the date of grant.

F2: The option became exercisable in annual 25 percent increments beginning on February 4, 2009.

F3: The option became exercisable in annual 25 percent increments beginning on February 8, 2011.

F4: The option became exercisable in annual 25 percent increments beginning on February 8, 2012.

F5: The option became exercisable in annual 25 percent increments beginning on February 9, 2013.

F6: The option became exercisable in annual 25 percent increments beginning on February 7, 2014.

F7: The option will become exercisable in annual 25 percent increments beginning on February 13, 2015.

F8: Grant of Restricted Share Units that vest 100% on February 13, 2017.