Edgar Filing: PINCHUK NICHOLAS T

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 ^*

PINCHUK NICHOLAS T

2. Issuer Name and Ticker or Trading Symbol
SNAP-ON Inc [SNA]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chairman, President and CEO

(Last)

(First)

(Middle)

2801-80TH STREET

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2010

(Street)

KENOSHA, WI 53143

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								24,163.96 ⁽¹⁾	D
Common Stock								651.43 ⁽²⁾	I	401(k) Plan

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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)

$ 30.06

06/27/2004

06/27/2012

Common Stock

40,000

Stock Option (Right to Buy)

$ 25.11

01/24/2005

01/24/2013

Common Stock

40,500

Stock Option (Right to Buy)

$ 31.52

01/23/2006

01/23/2014

Common Stock

40,500

Stock Option (Right to Buy)

$ 33.75

02/18/2007

02/18/2015

Common Stock

35,000

Stock Option (Right to Buy)

$ 39.35

02/16/2008

02/16/2016

Common Stock

42,000

Stock Option (Right to Buy)

$ 50.22

⁽³⁾

02/15/2017

Common Stock

40,000

Stock Option (Right to Buy)

$ 51.75

⁽⁴⁾

02/13/2018

Common Stock

99,000

Stock Option (Right to Buy)

$ 29.69

⁽⁵⁾

02/11/2019

Common Stock

120,000

Stock Option (Right to Buy)

$ 41.01

02/10/2010

120,000

⁽⁶⁾

02/10/2020

Common Stock

120,000

⁽⁷⁾

120,000

Restricted Stock

⁽⁸⁾

02/10/2010

D⁽⁹⁾

18,500

⁽⁹⁾

Common Stock

18,500

⁽⁹⁾

Restricted Stock

⁽⁸⁾

⁽¹⁰⁾

Common Stock

46,700

Restricted Stock Units

⁽⁸⁾

02/10/2010

D⁽¹¹⁾

14,426

⁽¹¹⁾

Common Stock

14,426

⁽¹¹⁾

18,853

Restricted Stock Units

⁽⁸⁾

02/10/2010

36,173

⁽¹²⁾

Common Stock

36,173

$ 0

36,173

Performance Units

⁽⁸⁾

⁽¹³⁾

Common Stock

33,280

Performance Units

⁽⁸⁾

02/10/2010

36,174

⁽¹⁴⁾

Common Stock

36,174

$ 0

36,174

Deferred Stock Units

⁽⁸⁾

⁽¹⁵⁾

Common Stock

18,425.696 ⁽¹⁶⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
PINCHUK NICHOLAS T 2801-80TH STREET KENOSHA, WI 53143	X		Chairman, President and CEO

Signatures

Kenneth V. Hallett under Power of Attorney for Nicholas T. Pinchuk		02/12/2010
^**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)	Includes shares acquired under the Snap-on Incorporated Employee Stock Purchase Plan and the Corporation's Dividend Reinvestment and Direct Stock Purchase Plan.
(2)	This information is based on a plan statement dated 12/31/2009.
(3)	One third of the option vested on each of 2/15/2008 and 2/15/2009, and one third will vest on 2/15/2010.
(4)	One third of the option vested on 2/13/2009, and one third vests on each of 2/13/2010 and 2/13/2011.
(5)	One third of the option vested on 2/11/2010, and one third vests on each of 2/11/2011 and 2/11/2012.
(6)	One third of the option vests on each of 2/10/2011, 2/10/2012 and 2/10/2013.
(7)	This transaction was an option grant. Accordingly, the reporting person did not pay a price to obtain the option.
(8)	1 for 1.
(9)	Based on company performance during the 2007-2009 period, none of the stock vested.
(10)	This stock vests on the achievement of certain company initiatives over the 2008-2010 period.
(11)	Based on company performance during 2009, approximately 57% of the restricted stock units were earned. Assuming continued employment on the payment date, which will occur in February 2012, the units will then vest in one installment and the shares will be issued.
(12)	The restricted stock units may be earned based on the achievement of certain company goals during 2010. Assuming continued employment on the payment date, which will occur in February 2013, the units will then vest in one installment and shares will be issued. The grant reported above represents the target number of units that may be earned; the maximum amount is 200% of the number reported subject to plan limits.
(13)	If the company achieves certain goals over the 2009-2011 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.
(14)	If the company achieves certain goals over the 2010-2012 period, the performance units will vest and stock will be awarded. The grant reported above represents the target number of units that may be earned; the maximum amount is 200% of the number reported subject to plan limits.
(15)	Payment will begin within 30 days first beginning after the earliest of the date specified in advance of the deferral by the reporting person, death, disability, retirement or termination of employment.
(16)	This information is based on a plan statement dated 12/31/2009.

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