Edgar Filing: Pagliari Aldo John

Ownership Submission

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 OF SECURITIES

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Pagliari Aldo John

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 - Finance & CFO

(Last)

(First)

(Middle)

SNAP-ON INCORPORATED, 2801 80TH STREET

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2013

(Street)

KENOSHA, WI 53403

4. If Amendment, Date Original Filed(Month/Day/Year)

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 (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/13/2013		M⁽¹⁾		4,419	A	⁽¹⁾	16,804.8206	D
Common Stock	02/13/2013		F⁽²⁾		1,596	D	$ 79.04	15,208.8206	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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
(Month/Day/Year)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (Right to Buy)

$ 79.04

02/13/2013

30,000

02/13/2014⁽³⁾

02/13/2023

Common Stock

30,000

$ 0 ⁽⁴⁾

30,000

Performance Units

⁽⁵⁾

02/13/2013

4,766

⁽⁶⁾

Common Stock

4,766

$ 0

4,766

Restricted Stock Units

⁽⁵⁾

02/13/2013

4,766

⁽⁷⁾

Common Stock

4,766

$ 0

4,766

Restricted Stock Units

⁽⁵⁾

02/13/2013

D⁽⁸⁾

738

⁽⁸⁾

Common Stock

738

⁽⁸⁾

5,363

Performance Units

⁽⁵⁾

02/13/2013

A⁽¹⁾

2,029

⁽¹⁾

Common Stock

2,029

⁽¹⁾

4,419

Performance Units

⁽⁵⁾

02/13/2013

M⁽¹⁾

4,419

⁽¹⁾

Common Stock

4,419

⁽¹⁾

Deferred Stock Units

⁽⁵⁾

02/14/2013

2,146.0227

⁽⁹⁾

Common Stock

2,146.0227 ⁽¹⁰⁾

$ 79.17

Stock Option (Right to Buy)

$ 31.52

01/23/2006

01/23/2014

Common Stock

4,800

Stock Option (Right to Buy)

$ 33.75

02/18/2007

02/18/2015

Common Stock

4,320

Stock Option (Right to Buy)

$ 39.35

02/16/2008

02/16/2016

Common Stock

6,480

Stock Option (Right to Buy)

$ 50.22

02/15/2010

02/15/2017

Common Stock

6,480

Stock Option (Right to Buy)

$ 51.75

02/13/2011

02/13/2018

Common Stock

6,480

Stock Option (Right to Buy)

$ 29.69

02/11/2012

02/11/2019

Common Stock

6,480

Stock Option (Right to Buy)

$ 41.01

02/10/2013

02/10/2020

Common Stock

6,480

Stock Option (Right to Buy)

$ 58.94

02/09/2012⁽³⁾

02/09/2021

Common Stock

20,000

Stock Option (Right to Buy)

$ 60

02/08/2013⁽³⁾

02/08/2022

Common Stock

27,000

Restricted Stock Units

⁽⁵⁾

⁽¹¹⁾

Common Stock

7,467

Performance Units

⁽⁵⁾

⁽¹²⁾

Common Stock

4,674

Performance Units

⁽⁵⁾

⁽¹³⁾

Common Stock

6,101

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Pagliari Aldo John SNAP-ON INCORPORATED 2801 80TH STREET KENOSHA, WI 53403			Sr VP - Finance & CFO

Signatures

/s/ Ryan S. Lovitz under Power of Attorney for Aldo J. Pagliari		02/15/2013
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Based on company performance during the 2010-2012 period, approximately 184.9% of the performance units vested (as previously disclosed, the reporting person had the opportunity to earn up to 200% of the number originally reported).
(2)	Shares were withheld to cover tax withholding upon the vesting of performance units.
(3)	Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
(4)	The transaction was an option grant. Accordingly, the reporting person did not pay a price to obtain the option.
(5)	1 for 1.
(6)	If the company achieves certain goals over the 2013-2015 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.
(7)	The restricted stock units may be earned based on the achievement of certain company goals during fiscal 2013. Assuming continued employment through the end of fiscal 2015, any units earned will then vest in one installment and the shares will be issued shortly thereafter. The target number of units that may be earned is reported above; the maximum amount is 200% of the number reported.
(8)	Based on company performance during fiscal 2012, approximately 87.9% 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). Assuming continued employment through the end of fiscal 2014, the units will then vest in one installment and the shares will be issued shortly thereafter.
(9)	Payment will begin within 30 days first beginning after the date specified in advance of the deferral by the reporting person, death, disability or termination of employment.
(10)	This information is based on the plan balance as of the date of the transaction.
(11)	The restricted stock units were earned based on company performance during 2011. Assuming continued employment through the end of fiscal 2013, the units will then vest in one installment and the shares will be issued shortly thereafter.
(12)	If the company achieves certain goals over the 2011-2013 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.
(13)	If the company achieves certain goals over the 2012-2014 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.

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