TRACTOR SUPPLY CO /DE/ — Director's Dealing 2014

Oct 29, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRACTOR SUPPLY CO /DE/ (TSCO)
CIK: 0000916365
Period of Report: 2014-10-27

Reporting Person: Barbarick Steve K (Executive VP Merchandising)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-27	Common stock	M	7000	$9.6125	Acquired	26563	Direct
2014-10-27	Common stock	S	7000	$71.6729	Disposed	19563	Direct
2014-10-27	Common stock	M	3000	$11.5413	Acquired	22563	Direct
2014-10-27	Common stock	S	3000	$71.6887	Disposed	19563	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-10-27	Employee stock option	$9.6125	M	7000	Disposed	2018-02-06	Employee stock option (10022.0)	Direct
2014-10-27	Employee stock option	$11.5413	M	3000	Disposed	2017-02-07	Employee stock option (5334.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock	1747	Indirect
Common stock	4772	Indirect

Footnotes

F1: Granted pursuant to the 2006 Stock Incentive Plan. In general, the shares subject to this option vested and became exercisable as follows: 33 1/3% on February 6, 2009, 33 1/3% on Feburary 6, 2010 and 33 1/3% on February 6, 2011.

F2: Granted pursuant to the 2006 Stock Incentive Plan. In general, the shares subject to this option vested and became exercisable as follows: 33 1/3% on February 7, 2008, 33 1/3% on Feburary 7, 2009 and 33 1/3% on February 7, 2010.