Sec Form 4 Filing - KASSOUF THOMAS L. @ SNAP-ON Inc - 2019-02-14

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
KASSOUF THOMAS L.
2. Issuer Name and Ticker or Trading Symbol
SNAP-ON Inc [ SNA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr VP & Pres - Tools
(Last) (First) (Middle)
SNAP-ON INCORPORATED, 2801 80TH STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/14/2019
(Street)
KENOSHA, WI53143
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 02/14/2019 M( 1 ) 2,484 A 21,141 D
Common Stock 02/14/2019 F( 2 ) 795 D $ 155.92 20,346 D
Common Stock 12,800 I By Family LLC
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
Performance Units ( 3 ) 02/14/2019 D( 1 ) 375 ( 1 ) ( 1 ) Common Stock 375 ( 1 ) 2,484 D
Performance Units ( 3 ) 02/14/2019 M( 1 ) 2,484 ( 1 ) ( 1 ) Common Stock 2,484 ( 1 ) 0 D
Restricted Stock Units ( 3 ) 02/14/2019 D( 4 ) 668 ( 4 ) ( 4 ) Common Stock 668 ( 4 ) 2,382 D
Stock Option (Right to Buy) $ 109.43 ( 5 ) 02/13/2024 Common Stock 36,000 36,000 D
Stock Option (Right to Buy) $ 144.69 ( 5 ) 02/12/2025 Common Stock 37,000 37,000 D
Stock Option (Right to Buy) $ 138.03 ( 5 ) 02/11/2026 Common Stock 38,000 38,000 D
Stock Option (Right to Buy) $ 168.7 02/09/2018( 6 ) 02/09/2027 Common Stock 39,000 39,000 D
Stock Option (Right to Buy) $ 161.18 02/15/2019( 6 ) 02/15/2028 Common Stock 26,277 26,277 D
Restricted Stock Units ( 3 ) ( 7 ) ( 7 ) Common Stock 1,039 1,039 D
Performance Units ( 3 ) ( 8 ) ( 8 ) Common Stock 2,757 2,757 D
Performance Units ( 3 ) ( 9 ) ( 9 ) Common Stock 3,051 3,051 D
Deferred Stock Units ( 3 ) ( 10 ) ( 10 ) Common Stock 2,617.5397 ( 11 ) 2,617.5397 ( 11 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KASSOUF THOMAS L.
SNAP-ON INCORPORATED
2801 80TH STREET
KENOSHA, WI53143
Sr VP & Pres - Tools
Signatures
/s/ Ryan S. Lovitz under Power of Attorney for Thomas L. Kassouf 02/18/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Based on Company performance during the 2016-2018 period, approximately 86.9% of the performance units vested (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number originally reported, subject to plan limits).
( 2 )Shares were withheld to cover tax withholding upon the vesting of performance units.
( 3 )1 for 1.
( 4 )Based on Company performance during fiscal 2018, approximately 78.1% of the restricted stock units originally granted were earned (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number of units originally reported, subject to plan limits). Assuming continued employment through the end of fiscal 2020, the units will then vest in one installment and the shares will be issued shortly thereafter.
( 5 )Option fully vested.
( 6 )Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
( 7 )The restricted stock units were earned based on Company performance during fiscal 2017. Assuming continued employment through the end of fiscal 2019, the units will then vest in one installment and the shares will be issued shortly thereafter.
( 8 )If the Company achieves certain goals over the 2017-2019 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
( 9 )If the Company achieves certain goals over the 2018-2020 period, the performance units will vest and stock will be awarded. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported, subject to plan limits.
( 10 )Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.
( 11 )This information is based on a plan statement dated December 31, 2018.

Remarks:
A charitable foundation holds 12,000 shares of the Company's common stock; these shares are excluded from this Form 4 because the Reporting Person and his spouse do not have a pecuniary interest in such 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).
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