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

Feb 21, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRACTOR SUPPLY CO /DE/ (TSCO)
CIK: 0000916365
Period of Report: 2014-02-20

Reporting Person: MORRIS EDNA (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-20	Common stock	S	750	$65.2529	Disposed	38692	Direct
2014-02-20	Common stock	M	3000	$9.0988	Acquired	41692	Direct
2014-02-20	Common stock	S	3000	$65.3104	Disposed	38692	Direct
2014-02-20	Common stock	M	5000	$9.0988	Acquired	43692	Direct
2014-02-20	Common stock	S	712	$65.2771	Disposed	42980	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-20	Non-qualified stock option	$9.0988	M	8000	Disposed	2015-02-02	Common stock (8000.0)	Direct

Footnotes

F1: Granted pursuant to the 2000 Stock Incentive Plan. In general, the shares subject to this option vested and are exercisable as follows: 25% on February 2, 2007, 25% on Feburary 2, 2008, 25% on Feburary 2, 2009, and 25% on February 2, 2010.