Sec Form 4 Filing - COTE JEFFREY J @ Sensata Technologies Holding N.V. - 2013-10-14

Insider filing report for Changes in Beneficial Ownership
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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
COTE JEFFREY J
2. Issuer Name and Ticker or Trading Symbol
Sensata Technologies Holding N.V. [ ST]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
COO and CFO
(Last) (First) (Middle)
C/O SENSATA TECHNOLOGIES, INC., 529 PLEASANT STREET
3. Date of Earliest Transaction (MM/DD/YY)
10/14/2013
(Street)
ATTLEBORO, MA02703
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
Ordinary Shares, par value EUR 0.01 per share 10/14/2013 M 28,431 ( 3 ) A $ 7.3 236,469 ( 1 ) D
Ordinary Shares, par value EUR 0.01 per share 10/14/2013 S 28,431 ( 3 ) D $ 39.5 ( 2 ) 208,038 ( 1 ) D
Ordinary Shares, par value EUR 0.01 per share 10/15/2013 M 21,569 ( 3 ) A $ 7.3 229,607 ( 1 ) D
Ordinary Shares, par value EUR 0.01 per share 10/15/2013 S 21,569 ( 3 ) D $ 39.14 ( 5 ) 208,038 ( 1 ) D
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 Derivativ e 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 Options to Buy $ 7.3 10/14/2013 M 28,431 ( 3 ) ( 4 ) 03/28/2017 Ordinary Shares, par value EUR 0.01 per share 28,431 $ 0 120,989 ( 4 ) D
Stock Options to Buy $ 7.3 10/15/2013 M 21,569 ( 3 ) ( 4 ) 03/28/2017 Ordinary Shares, par value EUR 0.01 per share 21,569 $ 0 99,420 ( 4 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
COTE JEFFREY J
C/O SENSATA TECHNOLOGIES, INC.
529 PLEASANT STREET
ATTLEBORO, MA02703
COO and CFO
Signatures
/s/ Joseph Baillargeon by power of attorney 10/16/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 176,480 of unvested restricted securities, of which 44,900 securities are subject to performance conditions.
( 2 )Represents a weighted average execution price. The shares were sold in multiple transactions at prices ranging from $39.50 to $39.53, inclusive.
( 3 )These transactions were made through a 10B5-1 Sales Plan.
( 4 )These options are currently exercisable.
( 5 )Represents a weighted average execution price. The shares were sold in multiple transactions at prices ranging from $39.00 to $39.40, inclusive.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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