SEC FORM 4 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*
Kreh Susan M

(Last) (First) (Middle)
5757 N. GREEN BAY AVENUE
P.O. BOX 591

(Street)
MILWAUKEE WI 53201

(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)
10/07/2011
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 10/07/2011 A 4,100 A $0 21,964.338(1)(2) D
Common Stock 528.216(3) I By 401(k) Plan - Common
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) $28.54 10/07/2011 A 31,500 10/07/2013(4) 10/07/2021 Common Stock 31,500 $0 31,500 D
Phantom Stock Units - Restricted Stock Grants (5) (6) (6) Common Stock 10,062.873 10,062.873(7) D
Employee Stock Option (Right to Buy) $32.01 03/21/2009 03/21/2017 Common Stock 45,000 45,000 D
Employee Stock Option (Right to Buy) $40.21 10/01/2009 10/01/2017 Common Stock 36,000 36,000 D
Employee Stock Option (Right to Buy) $28.79 10/01/2010 10/01/2018 Common Stock 47,000 47,000 D
Employee Stock Option (Right to Buy) $24.87 10/01/2011 10/01/2019 Common Stock 47,000 47,000 D
Employee Stock Option (Right to Buy) $30.54 10/01/2012(4) 10/01/2020 Common Stock 35,000 35,000 D
Explanation of Responses:
1. Includes 4,100 shares of restricted stock granted on October 7, 2011, of which 2,050 vest on October 7, 2013, and 2,050 vest on October 7, 2015, and the following previously granted shares of restricted stock: 3,250 which vest on November 2, 2011, 2,600 which vest on November 1, 2012, 3,250 which vest on November 2, 2013, and 2,600 which vest on November 1, 2014. All vesting is subject to continuous employment with the issuer.
2. The reporting person's holdings include 163.452 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. Also includes 106.856 shares acquired via dividend reinvestment on January 4, April 4, July 5 and October 4, 2011 at prices ranging from $25.9255 to $42.31 per share.
3. The number of underlying securities is based on the stock fund balance on October 4, 2011. 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 4, 2011, stock fund price of $27.56 per share, and includes a company match of 43.677 phantom stock units on February 17, 2011 at $42.07 per unit.
4. Fifty percent of the option vests after two years and the remaining fifty percent after three years.
5. Each share of phantom stock is the economic equivalent of one share of Johnson Controls common stock.
6. The restricted stock units accrue under the Johnson Controls Restricted Stock Plan. The balance includes phantom stock units representing (a) vested and deferred restricted stock awards and dividends which relate to the awards, both of which will be settled 100% in cash upon retirement and may be transferred into an alternative investment account, and (b) dividends which relate to unvested, non-deferred restricted stock awards, which will be settled 100% in cash upon vesting of the award.
7. Includes 375.758 phantom stock units acquired through the reinvestment of dividends on January 4, April 4, July 5 and October 4, 2011 at prices ranging from $27.56 to $42.25 per phantom stock unit.
Remarks:
Angela M. Blair, Attorney-in-Fact for Susan M. Kreh 10/11/2011
** 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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