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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

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)

SNAP-ON INCORPORATED, 2801 80TH STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

3/1/2017
(Street)

KENOSHA, WI 53143
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   3/1/2017     M    33000   A $51.75   376762.263   D    
Common Stock   3/1/2017     S    15468   D $172.7025   (1) 361294.263   D    
Common Stock   3/1/2017     S    4985   D $173.4574   (2) 356309.263   D    
Common Stock                  704.4008   I   By 401(k) Plan  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Stock Option (Right to Buy)   $51.75   3/1/2017     M         33000      (3) 2/13/2018   Common Stock   33000     (4) 33000   D    
Stock Option (Right to Buy)   $29.69                      (3) 2/11/2019   Common Stock   120000     120000   D    
Stock Option (Right to Buy)   $41.01                      (3) 2/10/2020   Common Stock   120000     120000   D    
Stock Option (Right to Buy)   $58.94                      (3) 2/9/2021   Common Stock   125000     125000   D    
Stock Option (Right to Buy)   $60.00                      (3) 2/8/2022   Common Stock   125000     125000   D    
Stock Option (Right to Buy)   $79.04                      (3) 2/13/2023   Common Stock   130000     130000   D    
Stock Option (Right to Buy)   $109.43                      (3) 2/13/2024   Common Stock   130000     130000   D    
Stock Option (Right to Buy)   $144.69                    2/12/2016   (5) 2/12/2025   Common Stock   130000     130000   D    
Stock Option (Right to Buy)   $138.03                    2/11/2017   (5) 2/11/2026   Common Stock   135000     135000   D    
Stock Option (Right to Buy)   $168.70                    2/9/2018   (5) 2/9/2027   Common Stock   135000     135000   D    
Restricted Stock Units     (6)                    (7)   (7) Common Stock   17417     17417   D    
Restricted Stock Units     (6)                    (8)   (8) Common Stock   11851     11851   D    
Restricted Stock Units     (6)                    (9)   (9) Common Stock   9576     9576   D    
Performance Units     (6)                    (10)   (10) Common Stock   12658     12658   D    
Performance Units     (6)                    (11)   (11) Common Stock   10199     10199   D    
Performance Units     (6)                    (12)   (12) Common Stock   9577     9577   D    
Deferred Stock Units     (6)                    (13)   (13) Common Stock   21048.4156     21048.4156   D    

Explanation of Responses:
( 1)  This transaction was executed in multiple trades at prices ranging from $172.19 to $173.12. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.
( 2)  This transaction was executed in multiple trades at prices ranging from $173.20 to $173.65. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effectuated.
( 3)  Option fully vested.
( 4)  Exercise of Rule 16b-3 stock option.
( 5)  Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.
( 6)  1 for 1.
( 7)  The restricted stock units were earned based on Company performance during fiscal 2015. Assuming continued employment through the end of fiscal 2017, the units will then vest in one installment and the shares will be issued shortly thereafter.
( 8)  The restricted stock units were earned based on Company performance during fiscal 2016. Assuming continued employment through the end of fiscal 2018, the units will then vest in one installment and the shares will be issued shortly thereafter.
( 9)  The restricted stock units may be earned based on the achievement of certain Company goals during fiscal 2017. Assuming continued employment through the end of fiscal 2019, 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 number is 200% of the number reported, subject to plan limits.
( 10)  If the Company achieves certain goals over the 2015-2017 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.
( 11)  If the Company achieves certain goals over the 2016-2018 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.
( 12)  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.
( 13)  Payment will be made in accordance with the reporting person's deferral election, death, disability or termination of employment.

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

Signatures
/s/ Ryan S. Lovitz under Power of Attorney for Nicholas T. Pinchuk 3/2/2017
** Signature of Reporting Person Date


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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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