SEC Form 4
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*
DAVIS SUSAN F
(Last) (First) (Middle)
5757 N. GREEN BAY AVENUE
P.O. BOX 591
(Street)
MILWAUKEE WI 53201-0591
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
JOHNSON CONTROLS INC [ JCI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2013
4. If Amendment, Date of 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
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)
Code V Amount (A) or (D) Price
Common Stock 02/14/2013 M 138,000 A $20.5633 231,551 D
Common Stock 02/14/2013 S 138,000 D $31.52(1) 93,551 D
Common Stock 02/15/2013 S 3,090.645(2) D $32.14 0 I By 401(k) Plan
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 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) $20.5633 02/14/2013 M 138,000 11/17/2006 11/17/2014 Common Stock 138,000 $0 0 D
Phantom Stock Units/Retirement Restoration Plan (3) (4) (4) Common Stock 1,021.025 1,021.025(5) D
Phantom Stock Units/Restricted Stock Grants $0(3) (6) (6) Common Stock 63,721.708 63,721.708(7) D
Employee Stock Option (Right to Buy) $22.5617 11/16/2007 11/16/2015 Common Stock 123,000 123,000 D
Employee Stock Option (Right to Buy) $23.965 10/02/2008 10/02/2016 Common Stock 120,000 120,000 D
Employee Stock Option (Right to Buy) $40.21 10/01/2009 10/01/2017 Common Stock 75,000 75,000 D
Employee Stock Option (Right to Buy) $28.79 10/01/2010 10/01/2018 Common Stock 110,000 110,000 D
Employee Stock Option (Right to Buy) $24.87 10/01/2011 10/01/2019 Common Stock 110,000 110,000 D
Employee Stock Option (Right to Buy) $30.54 10/01/2012(8) 10/01/2020 Common Stock 84,000 84,000 D
Employee Stock Option (Right to Buy) $28.54 10/07/2013(8) 10/07/2021 Common Stock 78,000 78,000 D
Employee Stock Option (Right to Buy) $27.85 10/05/2014(8) 10/05/2022 Common Stock 44,200 44,200 D
Explanation of Responses:
1. The price reported in column 4 is a weighted average price. The shares were sold in multiple transactions in prices ranging from $31.41 to $31.74, inclusive. The reporting person undertakes to provide to Johnson Controls, any security holder of Johnson Controls, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (1) of this Form 4.
2. The number of underlying securities is based on the stock fund balance on February 15, 2012. 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 a February 15, 2013, stock fund price of $32.14 per share, and includes 353.440 shares acquired from the company match on February 14, 2013.
3. Each share of phantom stock is the economic equivalent of one share of Johnson Controls common stock.
4. 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 employment with the company.
5. Includes 6.402 phantom stock units acquired through the reinvestment of dividends on December 28, 2012 at $30.11 per phantom stock unit.
6. The restricted stock units accrue under the Johnson Controls Restricted Stock Plan. The balance includes phantom stock and dividend equivalent units that settle 100% in cash and relate to restricted stock awards.
7. Includes 399.575 phantom stock units acquired through the reinvestment of dividends on December 28, 2012 at $30.11 per phantom stock unit.
8. Fifty percent of the options become exercisable two years after the grant date; the remaining 50%, three years after grant date.
Remarks:
Angela M. Blair, Attorney-in-Fact for Susan F. Davis 02/19/2013
** 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).
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