Eginton William D Form 4 AMETEK / WILLIAM D EGINTON ownership change

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^*

EGINTON WILLIAM D

(Last) (First) (Middle)

1100 CASSATT ROAD

(Street)

BERWYN PA 19312-1177

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMETEK INC/ [ AME ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SENIOR VP-CORP. DEVELOPMENT

3. Date of Earliest Transaction (Month/Day/Year)
05/02/2016

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	05/02/2016		F(1)		1,405	D	$48.46	35,328	D
401k Plan	05/02/2016		J(2)		13	A	$0	4,903	I	401(k) Plan
Common Stock/deferred Compensation								8,222	D
Common Stock/serp								20,184	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
Stock Option	$29.8267							(3)	05/02/2018	Common Stock	14,598		14,598	D
Stock Option	$34.0467							(4)	04/30/2019	Common Stock	16,368		16,368	D
Stock Option	$41.74							(5)	05/07/2020	Common Stock	15,546		15,546	D
Stock Option	$53.13							(6)	05/07/2021	Common Stock	13,270		13,270	D
Stock Option	$52.27							(7)	05/05/2022	Common Stock	17,824		17,824	D

Explanation of Responses:

1. Represents withholding of shares to pay withholding taxes incurred in connection with cliff vesting of restricted stock issued on May 1, 2012.

2. Represents dividend reinvestment under the Company's 401(k) Plan.

3. The stock options will become exercisable in four equal installments beginning on May 3, 2012.

4. The stock options will become exercisable in four equal installments beginning on May 1, 2013.

5. The stock options will become exercisable in four equal annual installments beginning on May 8, 2014.

6. The stock options will become exercisable in four equal annual installments beginning on May 8, 2015.

7. The stock options will become exercisable in four equal annual installments beginning on May 6, 2016.

	/s/Amy M. Brown, attorney-in-fact for Mr. Eginton	05/04/2016
	** 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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