Sec Form 4 Filing - Soderberg John Lewis @ FASTENAL CO - 2020-05-07

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 Soderberg John Lewis 2. Issuer Name and Ticker or Trading Symbol FASTENAL CO [ FAST] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Executive Vice President (Last) (First) (Middle) 1757 SNOWFLAKE PLACE 3. Date of Earliest Transaction (MM/DD/YY) 05/07/2020 (Street) ONALASKA, WI54650 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 05/07/2020 M 20,000 A $ 27 20,000 D Common Stock 05/07/2020 S 20,000 D $ 38.2339 0 D Common Stock 10,030 ( 3 ) I Held in 401(K) Plan Common Stock 958 ( 4 ) I Held in custodian account for Daugther Common Stock 920 ( 5 ) I Held in custodian account for Son Common Stock 888 ( 6 ) I Held in custodian account for Daughter

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) $ 27 ( 2 ) 05/07/2020 M 20,000 ( 2 ) ( 1 ) 05/31/2021 Common Stock 20,000 ( 2 ) $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Soderberg John Lewis 1757 SNOWFLAKE PLACE ONALASKA, WI54650 Executive Vice President Signatures John J. Milek-Attorney-in-Fact 05/11/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The option will fully vest and become exercisable over a period of eight years, with 50% of the option vesting and becoming exercisable half way though the relevant vesting period, and the remainder vesting and becoming exercisable proportionately thereafter. ( 2 )The option was previously reported in a filing on 4/21/2016 as covering 10,000 securities at a strike price of $54 and the amounts reported were adjusted to reflect a 2-for-1 stock split on 5/22/2019. ( 3 )Shares attributed to reporting person's account within issuer's 401(K) as of 5/9/2020 and the amounts are adjusted to reflect the stock split on 5/22/2019 during which an approximate 5,781 additional shares were acquired. Also, an approximate 468 additional shares were acquired since the reporting person's prior report filed on 5/3/2019. ( 4 )An additional 479 shares were acquired in connection with the issuer's 2-for-1 stock split on 5/22/2019 and reporting person disclaims beneficial ownership of these shares. ( 5 )An additional 460 shares were acquired in connection with the issuer's 2-for-1 stock split on 5/22/2019 and reporting person disclaims beneficial ownership of these shares. ( 6 )An additional 444 shares were acquired in connection with the issuer's 2-for-1 stock split on 5/22/2019 and reporting person disclaims beneficial ownership of these shares.

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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