| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ROCKWELL AUTOMATION INC [ ROK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/30/2004 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 07/30/2004 | M | 7,298 | A | $10.5866 | 36,906.1837(1) | D | |||
| Common Stock | 2,059.9912 | I(2) | By Savings Plan | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 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: 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 | ||||||||
| Employee stock option (right to buy) | $10.5866 | 07/30/2004 | M | 7,298 | 10/05/1999 | 10/05/2008 | Common Stock | 7,298 | $0 | 44,326 | D | ||||
| Employee stock option (right to buy) | $14.0147 | 11/04/1999 | 11/04/2008 | Common Stock | 92,991 | 92,991 | D | ||||||||
| Employee stock option (right to buy) | $20.349 | 10/04/2000 | 10/04/2009 | Common Stock | 232,208 | 232,208 | D | ||||||||
| Employee stock option (right to buy) | $11.6038 | 10/02/2001 | 10/02/2010 | Common Stock | 309,611 | 309,611 | D | ||||||||
| Employee Stock Option (right to buy) | $13.4 | 10/01/2002(3) | 10/01/2011 | Common Stock | 125,000 | 125,000 | D | ||||||||
| Employee stock option (right to buy) | $15.5 | 10/07/2003(3) | 10/07/2012 | Common Stock | 125,000 | 125,000 | D | ||||||||
| Employee Stock Option (right to buy) | $27.75 | 10/06/2004(3) | 10/06/2013 | Common Stock | 150,000 | 150,000 | D | ||||||||
| Director stock option (right to buy) | $30.8 | 02/05/2005(3) | 02/05/2014 | Common Stock | 100,000 | 100,000 | D | ||||||||
| Common Stock Share Equivalents | (4) | (5) | (5) | Common Stock | 2,560.5074 | 2,560.5074(4) | I | Nonqual. Savings Plan | |||||||
| Explanation of Responses: |
| 1. 10,000 shares are held by the Company to implement restrictions on transfer unless and until certain conditions are met. |
| 2. Shares represented by Company stock fund units under the Company's Savings Plan which were acquired on a periodic basis pursuant to the Plan, based on information furnished by the Plan Administrator as of 07/30/2004. |
| 3. The option vests in three substantially equal annual installments beginning on the date exercisable. |
| 4. Share equivalents represented by Company stock fund units credited under the Company's nonqualified savings plan based on information furnished by the Plan Administrator as of 7/30/2004. The number of share equivalents represented by the balance of a participant's Company stock fund account may not exactly equal the number of share equivalents represented by a prior balance plus additions due to variances in the proportion of uninvested cash held in the reference fund used to determine unit values of the Company stock fund under the plan. |
| 5. The share equivalents are payable in cash upon retirement or after termination of employment. |
| Remarks: |
| K. A. Balistreri, Attorney-in-Fact for Keith D. Nosbusch | 08/02/2004 | |
| ** 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 Number. | ||