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*
Harvey Charles A

(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)
Vice President
3. Date of Earliest Transaction (Month/Day/Year)
10/29/2010
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 10/29/2010 M 40,698 A $17.5167 78,695.329 (1) (2) D
Common Stock 10/29/2010 S 40,698 D $35.1128 (3) 37,997.33 (1) (2) D
Common Stock 10/29/2010 G 713 D $0 37,284.329 (1) (2) D
Common Stock 7,655.472 (4) I By 401(k) Plan Trust
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) $17.5167 10/29/2010 M 40,698 11/19/2005 11/19/2013 Common Stock 40,698 $0 0 D
Phantom Stock Units - Restricted Stock Plan (5) 11/01/2010 A 5,200 11/01/2012 (6) 11/01/2014 Common Stock 5,200 $0 12,101.557 (7) D
Phantom Stock Units/Annual Incentive Plan (5) (8) (8) Common Stock 2,797.019 2,797.019 D
Employee Stock Option (Right to Buy) $20.5633 11/17/2006 11/17/2014 Common Stock 35,700 35,700 D
Employee Stock Option (Right to Buy) $22.5617 11/16/2007 11/16/2015 Common Stock 72,000 72,000 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 42,000 42,000 D
Employee Stock Option (Right to Buy) $28.79 10/01/2010 (9) 10/01/2018 Common Sstock 54,000 54,000 D
Employee Stock Option (Right to Buy) $30.54 10/01/2012 (9) 10/01/2020 Common Stock 40,000 40,000 D
Explanation of Responses:
1. Includes 4,500 shares of restricted stock which vest on November 1, 2011.
2. Includes 90.802 shares acquired via the reinvestment of dividends on October 4, 2010 at $30.2876 per share, and 82.542 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.
3. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.01 to $35.1813, inclusive. The reporting person undertakes to provide to the issuer, any shareholder of the issuer, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
4. The number of underlying securities is based on the stock fund balance on October 29, 2010. 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 29, 2010, stock fund price of $35.12 per share.
5. Each share of phantom stock is the economic equivalent of one share of Johnson Controls common stock.
6. The phantom stock balance includes an award of 5,200 restricted stock units granted on November 1, 2010, which vest as follows: 2,600 on November 1, 2012, and 2,600 on November 1, 2014. The phantom stock units representing the award, and the dividends which accrue during the restrictive period, are to be settled 100% in cash, pending vesting.
7. The phantom stock units representing dividends which relate to restricted stock awards that were not deferred will vest when the non-deferred restricted shares vest, and will be paid in cash to the reporting person. Phantom stock units representing dividends which relate to vested deferred awards are payable in cash following the reporting person's retirement from the issuer and may be transferred into an alternative investment account. Vesting continues when the reporting person retires from the issuer.
8. The phantom stock units were accrued under the Johnson Controls Annual Incentive Plan and are to be settled 100% in cash upon the reporting person's termination of employment with the company and may be transferred by the reporting person into an alternative investment account at any time.
9. 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 Charles A. Harvey 11/02/2010
** 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).
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