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Filing Details

Accession Number:: 0001209191-16-100735
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-02-19 19:00:50
Reporting Period:: 2016-02-17

Filing Date:: 2016-02-19
Accepted Time:: 2016-02-19 19:00:50
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
77360	Pentair Plc	PNR	Special Industry Machinery (No Metalworking Machinery) (3550)	981050812

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1257864	P Edward Garden	280 Park Avenue, 41St Floor New York NY 10017		No	No	No	Yes
1345471	Trian Fund Management, L.p.	280 Park Avenue, 41St Floor New York NY 10017		No	No	No	Yes

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Ordinary Shares	Acquisiton	2016-02-17	80,041	$47.26	13,761,918	No	4	P	Indirect	Please see explanation below
Ordinary Shares	Acquisiton	2016-02-17	49,959	$47.51	13,811,877	No	4	P	Indirect	Please see explanation below
Ordinary Shares	Acquisiton	2016-02-18	110,473	$47.81	13,922,350	No	4	P	Indirect	Please see explanation below
Ordinary Shares	Acquisiton	2016-02-18	87,226	$48.23	14,009,576	No	4	P	Indirect	Please see explanation below
Ordinary Shares	Acquisiton	2016-02-19	326,312	$47.94	14,335,888	No	4	P	Indirect	Please see explanation below

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	Please see explanation below
No	4	P	Indirect	Please see explanation below
No	4	P	Indirect	Please see explanation below
No	4	P	Indirect	Please see explanation below
No	4	P	Indirect	Please see explanation below

Footnotes

The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $46.46 to $47.46. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
Trian Fund Management, L.P ("Trian Management") serves as the management company for Trian Partners, L.P., Trian Partners Master Fund, L.P., Trian Partners Master Fund (ERISA), L.P., Trian Partners Parallel Fund I, L.P., Trian Partners Strategic Investment Fund II, L.P., Trian Partners Strategic Investment Fund-A, L.P., Trian Partners Strategic Investment Fund-N, L.P., Trian Partners Strategic Investment Fund-D, L.P., Trian Partners Fund (Sub)-G, L.P., Trian Partners Strategic Fund-G II, L.P., Trian Partners Strategic Fund-G III, L.P. and Trian Partners Strategic Fund-K, L.P. (collectively, the "Trian Entities")
(FN 2, contd.) and as such determines the investment and voting decisions of the Trian Entities with respect to the shares of the Issuer held by them. Mr. Garden is a member of Trian Fund Management GP, LLC, which is the general partner of Trian Management, and therefore is in a position to determine the investment and voting decisions made by Trian Management on behalf of the Trian Entities. Accordingly, Mr. Garden and Trian Management may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the shares beneficially owned by the Trian Entities. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $47.465 to $47.58. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $47.39 to $48.03. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $48.04 to $48.47. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The price shown in Column 4 is a weighted average purchase price. The price range for the purchases is $47.68 to $48.30. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.