Sec Form 4 Filing - FLORNESS DANIEL L @ FASTENAL CO - 2016-02-26

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 FLORNESS DANIEL L 2. Issuer Name and Ticker or Trading Symbol FASTENAL CO [ FAST] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO and President (Last) (First) (Middle) 2001 THEURER BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 02/26/2016 (Street) WINONA, MN55987 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 02/26/2016 M 80,000 A $ 22.5 151,845 D Common Stock 02/26/2016 S( 3 ) 80,000 D $ 45.1749 71,845 D Common Stock 02/29/2016 M( 3 ) 30,000 A $ 22.5 101,845 D Common Stock 3,873 ( 4 ) I Held in 401(K)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 Employee Stock Option (Right to Buy) $ 22.5 02/26/2016 M 80,000 ( 1 ) 05/31/2016 Common Stock 80,000 $ 0 30,000 D Employee Stock Option (Right to Buy) $ 22.5 02/29/2016 M 30,000 ( 1 ) 05/31/2016 Common Stock 30,000 $ 0 0 D Employee Stock Option (Right to Buy) $ 54 ( 1 ) 05/31/2021 Common Stock 50,000 50,000 D Employee Stock Option (Right to Buy) $ 42 ( 2 ) 05/31/2024 Common Stock 19,047 19,047 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FLORNESS DANIEL L 2001 THEURER BOULEVARD WINONA, MN55987 X CEO and President Signatures /s/ John Milek, Attorney-in-Fact 03/01/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The options will fully vest and become exercisable over a period of eight years, with 50% of the options vesting and becoming exercisable half way through the relevant vesting period, and remainder vesting and becoming exercisable proportionately each year thereafter. ( 2 )The options will fully vest and become exercisable over a period of five years, with 50% of the options vesting and becoming exercisable half way through the relevant vesting period, and remainder vesting and becoming exercisable incrementally (20%, 20% and 10%) each year thereafter. ( 3 )Similar to the transaction reported in his Form 4 filed on 2/9/2016, reporting person exercised 80,000 stock options on 2/26/2016 and the subsequent sale of the underlying securities resulted in net proceeds of approximately $937,000 (after typical deductions, tax and fees). The net proceeds (received on settlement), plus approximately $67,000 of new funds from the reporting person, were subsequently used by the reporting person to exercise and hold 30,000 shares of issuer's securities on 2/29/2016. ( 4 )Shares attributed to reporting person's account within the issuer's 401(K) Plan as of February 26, 2016.

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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