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*
ARZBAECHER ROBERT C

(Last) (First) (Middle)
N86 W12500 WESTBROOK CROSSING

(Street)
MENOMONEE FALLS WI 53051

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ACTUANT CORP [ ATU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
07/27/2012
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
Class A Common Stock 07/27/2012 M 60,900 A $11.97 619,732 D
Class A Common Stock 07/27/2012 S (1) 619,732 D $27.78 (2) 558,832 D
Class A Common Stock 35,620 (3) I By 401(k)
Class A Common Stock 11,900 I By IRA
Class A Common Stock 60,000 I By Family Limited Partnership
Class A Common Stock 2,200 I By Family (4)
Class A Common Stock 2,400 I By Spouse
Class A Common Stock 8,326 (5) I By Deferred Compensation
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) (6) $11.97 07/27/2012 M 60,900 (7) 01/01/2013 Class A Common Stock 60,900 $0 0 D
Explanation of Responses:
1. The sale reported on the Form 4 was effected pursuant to a 10b5-1 trading plan.
2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $27.50 to $28.11, inclusive. The reporting person undertakes to provide to Actuant Corporation, any security holder of Actuant Corporation, or the Staff of the Securities and Exchange Commission, upon request, separate prices within the range set forth in footnote (2) to this Form 4.
3. Represents the best estimate of the number of share equivalents held by the reporting person in the unitized stock fund of the Actuant 401(k) Plan. The unitized stock fund consists of stock of Actuant and cash and other short term investments. The number of Actuant share equivalents fluctuates depending on the ratio of the number of shares of stock of Actuant in the fund to other investments.
4. Owned by daughters.
5. Best estimate of shares held pursuant to Actuant Corporation Deferred Compensation Plan.
6. Option granted under the Actuant Corporation 2002 Stock Plan.
7. Fifty percent of the option became exercisable on 01/13/2005, and the balance became exercisable on 01/13/2008.
/s/ Eric Orsic, as Attorney-in-Fact 07/30/2012
** 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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