Sec Form 4 Filing - DALOIA G PETER @ WABCO Holdings Inc. - 2013-11-11

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person DALOIA G PETER 2. Issuer Name and Ticker or Trading Symbol WABCO Holdings Inc. [ WBC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O WABCO HOLDINGS INC., ONE CENTENNIAL AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 11/11/2013 (Street) PISCATAWAY, NJ08855 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 11/11/2013 M 23,718 A $ 32.38 90,026 D Common Stock 11/11/2013 S 23,718 D $ 87.25 ( 1 ) 66,308 D Common Stock 11/12/2013 M 23,105 A $ 32.38 89,413 D Common Stock 11/12/2013 S 23,105 D $ 86.33 ( 2 ) 66,308 D Common Stock 11/13/2013 M 3,177 A $ 32.38 69,485 D Common Stock 11/13/2013 S 3,177 D $ 85.99 ( 3 ) 66,308 D Common Stock 1,783 I Deferred Stock Units ( 4 ) Common Stock 5,405.487 ( 5 ) I By Trust ( 6 ) Common Stock 4,080.105 I ESOP Savings Plan ( 7 ) Common Stock 1,508.48 I Deferred Compensation Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (Right to Buy) $ 32.38 11/11/2013 M 23,718 ( 8 ) 02/01/2016 Common Stock 23,718 $ 0 26,282 D Stock Option (Right to Buy) $ 32.38 11/12/2013 M 23,105 ( 8 ) 02/01/2016 Common Stock 23,105 $ 0 3,177 D Stock Option (Right to Buy) $ 32.38 11/13/2013 M 3,177 ( 8 ) 02/01/2016 Common Stock 3,177 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other DALOIA G PETER C/O WABCO HOLDINGS INC. ONE CENTENNIAL AVENUE PISCATAWAY, NJ08855 X Signatures /s/ Thomas P. Conaghan, Attorney-in-Fact 11/13/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The transaction reported herein includes sales at a range of prices from $87.04 to $87.40. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price. ( 2 )The transaction reported herein includes sales at a range of prices from $86.25 to $86.57. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price. ( 3 )The transaction reported herein includes sales at a range of prices from $85.00 to $86.00. The reporting person undertakes to provide on request detailed breakouts in order that the SEC Staff, the issuer or any security holder of the issuer can receive full information regarding the number of shares sold at each separate price. ( 4 )The deferred stock units ("DSUs") were granted as part of the reporting person's annual retainer. The DSUs equal the reporting person's equity retainer fee divided by the closing price of WABCO's common stock on the day before the grant date. Each whole deferred stock unit represents a contingent right to receive one share of WABCO common stock. The DSUs are 100% vested upon grant and must be issued in shares of common stock as soon as possible following the earliest to occur of: (i) the reporting person's death or Disability as defined in the Award Agreement; (ii) a "Change in Control" as defined in the Omnibus Incentive Plan; (iii) the reporting person's "separation from service" (as defined under applicable tax rules) from WABCO; or (iv) 13 months after the grant date, or, if chosen by the reporting person, an "optional payment date" which must be later than 5 years and 1 month after the grant date. ( 5 )Includes reinvestment of dividends paid on shares held in Rabbi trust for non-management directors. ( 6 )Shares are held in a Rabbi trust for non-management directors. Director exercises voting rights but has no right to dispose until directorship ends. ( 7 )Shares held in Trane Inc.'s ESOP and Savings Plan. ( 8 )Stock Options vested in three equal installments on February 1, 2007, February 1, 2008, and June 30, 2008.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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