WATERS CORP /DE/ — Director's Dealing 2014

Feb 11, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WATERS CORP /DE/ (WAT)
CIK: 0001000697
Period of Report: 2014-02-07

Reporting Person: Rae Elizabeth B (Corporate VP of HR)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-07	Common Stock	M	6000	$59.44	Acquired	14190	Direct
2014-02-07	Common Stock	S	6000	$108.05	Disposed	8190	Direct
2014-02-07	Common Stock	M	6000	$41.20	Acquired	14190	Direct
2014-02-07	Common Stock	S	6000	$108.02	Disposed	8190	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-07	Stock Option (Right to Buy)	$59.44	M	6000	Disposed	2019-12-09	Common Stock (6000)	Direct
2014-02-07	Stock Option (Right to Buy)	$41.20	M	6000	Disposed	2018-12-10	Common Stock (6000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3561.08	Indirect
Common Stock	2134.5702	Indirect