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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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| 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) | ||
| 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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Option (Right to Buy) | $ 28.54 | 10/07/2011 | A | 28,000 | 10/07/2013(4) | 10/07/2021(4) | Common Stock | 28,000 | $ 0 | 28,000 | D | ||||
| Phantom Stock Units - Retirement Restoration Plan | (5) | (6) | (6) | Common Stock | 1,305.501 | 1,305.501 (7) | D | ||||||||
| Phantom Stock Units - Annual Incentive Plan | (5) | (8) | (8) | Common Stock | 12,971.378 | 12,971.378 (9) | D | ||||||||
| Phantom Stock Units - Restricted Stock Plan | (5) | (10) | (10) | Common Stock | 518.989 | 518.989 (11) | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 17.5167 | 11/19/2005 | 11/19/2013 | Common Stock | 60,000 | 60,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 20.5633 | 11/17/2006 | 11/17/2014 | Common Stock | 90,000 | 90,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 22.5617 | 11/16/2007 | 11/16/2015 | Common Stock | 150,000 | 150,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 23.965 | 10/02/2008 | 10/02/2016 | Common Stock | 60,000 | 60,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 40.21 | 10/01/2009 | 10/01/2017 | Common Stock | 36,000 | 36,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 28.79 | 10/01/2010(4) | 10/01/2018 | Common Stock | 45,000 | 45,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 24.87 | 10/01/2011(4) | 10/01/2019 | Common Stock | 45,000 | 45,000 | D | ||||||||
| Employee Stock Option (Right to Buy) | $ 30.54 | 10/01/2012(4) | 10/01/2020 | Common Stock | 33,000 | 33,000 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Edwards Jeffrey S 5757 N. GREEN BAY AVENUE P.O. BOX 591 MILWAUKEE, WI 53201-0591 |
Vice President | |||
| Angela M. Blair, Attorney-in-Fact for Jeffrey S. Edwards | 10/11/2011 | |
| **Signature of Reporting Person | Date |
| * | 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) | Includes 2,500 shares of restricted stock granted on October 7, 2011, of which 1,250 vest on October 7, 2013, and 1,250 vest on October 7, 2015, and the following previously granted shares of restricted stock: 4,500 which vest on November 1, 2011, 1,500 which vest on November 2, 2011, and 1,500 which vest on November 2, 2013. All vesting is subject to continuous employment with the issuer. |
| (2) | The reporting person's holdings include 32.835 shares acquired under the issuer's dividend reinvestment and common stock purchase plan since the reporting person's last report. These shares were acquired pursuant to the employee stock purchase plan provisions of the dividend reinvestment and common stock purchase plan, which acquisitions are exempt from Section 16. Also includes 25.35 shares acquired via the reinvestment of dividends on January 4, April 4, July 5 and October 4, 2011 at prices ranging from $25.9255 to $42.3054 per share. |
| (3) | The number of underlying securities is based on the stock fund balance on October 4, 2011. The actual number of shares issuable upon the distribution date is not determinable since the stock fund is a unitized account consisting of 96% company stock and 4% money market fund. The stock account balance reflected in this report is based on an October 4, 2011, stock fund price of $27.56 per share. |
| (4) | Fifty percent of the options become exercisable two years after the grant date; the remaining 50%, three years after grant date. |
| (5) | Each share of phantom stock is the economic equivalent of one share of Johnson Controls common stock. |
| (6) | The phantom stock units were accrued under the Johnson Controls Retirement Restoration Plan and are to be settled 100% in cash upon the reporting person's termination of service with the issuer and may be transferred into an alternative investment account. |
| (7) | Includes 22.54 phantom stock units acquired through the reinvestment of dividends on January 4, April 4, July 5 and October 4, 2011 at prices ranging from $27.56 to $42.25 per phantom stock unit. |
| (8) | The phantom stock units were accrued under the Johnson Controls Annual Incentive Compensation Plan and are to be settled 100% in cash upon the reporting person's retirement or other termination of service with the issuer and may be transferred into an alternative investment account. |
| (9) | Includes 223.965 phantom stock units acquired through the reinvestment of dividends on January 4, April 4, July 5 and October 4, 2011 at prices ranging from $27.56 to $42.25 per phantom stock unit. |
| (10) | The restricted stock units accrue under the Johnson Controls Restricted Stock Plan. The balance includes phantom stock units representing dividends which relate to unvested, non-deferred restricted stock awards, which will be settled 100% in cash upon vesting of the award. |
| (11) | Includes 179.894 phantom stock units acquired through the reinvestment of dividends on January 4, April 4, July 5 and October 4, 2011 at prices ranging from $27.56 to $42.25 per phantom stock unit. |