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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Shur Irwin M (Last) (First) (Middle) SNAP-ON INCORPORATED 2801 80TH STREET (Street) KENOSHA WI 53143 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SNAP-ON Inc [ SNA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) VP, Gen Counsel & Secretary
	3. Date of Earliest Transaction (Month/Day/Year) 12/29/2012
	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
Common Stock	12/29/2012		M(1)		5,450	A	$0(1)	7,542	D
Common Stock	12/29/2012		F(2)		2,260	D	$77.34	5,282	D

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
Restricted Stock Units	(3)	12/29/2012		M(1)			5,450	(1)	(1)	Common Stock	5,450	(1)	0	D
Stock Option (Right to Buy)	$41.01							02/10/2011(4)	02/10/2020	Common Stock	12,500		12,500	D
Stock Option (Right to Buy)	$58.94							02/09/2012(4)	02/09/2021	Common Stock	13,000		13,000	D
Stock Option (Right to Buy)	$60							02/08/2013(4)	02/08/2022	Common Stock	13,500		13,500	D
Restricted Stock Units	(3)							(5)	(5)	Common Stock	4,874		4,874	D
Restricted Stock Units	(3)							(6)	(6)	Common Stock	3,026		3,026	D
Performance Units	(3)							(7)	(7)	Common Stock	3,747		3,747	D
Performance Units	(3)							(8)	(8)	Common Stock	3,050		3,050	D
Performance Units	(3)							(9)	(9)	Common Stock	3,026		3,026	D

Explanation of Responses:

1. The restricted stock units were earned based on company performance during 2010 and vested in one installment based on continued employment through the end of fiscal 2012; the shares will be issued within 30 days of fiscal 2012 year end.

2. Shares were withheld to cover tax withholding upon the vesting of the restricted stock units.

3. 1 for 1.

4. Original option grant vests in three annual installments beginning on the date listed in the "Date Exercisable" column.

5. The restricted stock units were earned based on company performance during 2011. Assuming continued employment through the end of fiscal 2013, the units will then vest in one installment and the shares will be issued shortly thereafter.

6. The restricted stock units may be earned based on the achievement of certain company goals during fiscal 2012. Assuming continued employment through the end of fiscal 2014, 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 amount is 200% of the number reported.

7. If the company achieves certain goals over the 2010-2012 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.

8. If the company achieves certain goals over the 2011-2013 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.

9. If the company achieves certain goals over the 2012-2014 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.

	/s/ Ryan S. Lovitz under Power of Attorney for Irwin M. Shur	12/31/2012
	** 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).
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.