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*
Miller Charles S.

(Last) (First) (Middle)
112 COBBLESTONE LANE

(Street)
WINONA MN 55987

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FASTENAL CO [ FAST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Executive VP
3. Date of Earliest Transaction (Month/Day/Year)
07/21/2020
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 07/21/2020 M 624 A $27 8,124 D
Common Stock 07/21/2020 S 624 D $45.345 7,500 D
Common Stock 07/21/2020 M 3,720 A $21 11,220 D
Common Stock 07/21/2020 S 3,720 D $45.37 7,500 D
Common Stock 07/21/2020 M 3,804 A $23 11,304 D
Common Stock 07/21/2020 S 3,804 D $45.3431 7,500 D
Common Stock 07/21/2020 M 26,809 A $23.5 34,309 D
Common Stock 07/21/2020 S 26,809 D $45.301 7,500 D
Common Stock 11,913(4) I Held in 401(K) Plan
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) $27(5) 07/21/2020 M 624(5) (1) 05/31/2021 Common Stock 624(5) $0 0 D
Employee Stock Option (Right to Buy) $21(6) 07/21/2020 M 3,720(6) (1) 05/31/2024 Common Stock 3,720(6) $0 2,232(6) D
Employee Stock Option (Right to Buy) $23(7) 07/21/2020 M 3,804(7) (2) 05/31/2025 Common Stock 3,804(7) $0 1,630(7) D
Employee Stock Option (Right to Buy) $23.5(8) 07/21/2020 M 26,809(8) (3) 12/31/2026 Common Stock 26,809(8) $0 47,659(8) D
Explanation of Responses:
1. The option will fully vest and become exercisable over a period of eight years, with 50% of the option vesting and becoming exercisable half way through the relevant vesting period and the remainder vesting proportionately each year thereafter.
2. The option will fully vest and become exercisable over a period of five years, with 50% of the option vesting and becoming exercisable half way through the relevant vesting period and the remainder vesting incrementally (20%, 20% and 10%) each year thereafter.
3. The option will fully vest and become exercisable over a period of five years, with 40% of the option vesting and becoming exercisable two years following the date of grant and the remainder vesting proportionally (20%) each year thereafter.
4. Shares attributed to reporting person's account within issuer's 401(K) Plan and includes 233 shares added to this account since his holdings report filed on November 15, 2019.
5. On May 22, 2019, the common stock of Fastenal Company split 2-for-1 resulting in the reporting person acquiring an additional 2,500 shares at a split adjusted strike price of $27, since his holdings report concerning these securities filed on December 7, 2015.
6. On May 22, 2019, the common stock of Fastenal Company split 2-for-1 resulting in the reporting person acquiring an additional 2,976 shares at a split adjusted strike price of $21, since his holdings report concerning these securities filed on December 7, 2015.
7. On May 22, 2019, the common stock of Fastenal Company split 2-for-1 resulting in the reporting person acquiring an additional 2717 shares at a split adjusted strike price of $23, since his holdings report concerning these securities filed on April 21, 2016.
8. On May 22, 2019, the common stock of Fastenal Company split 2-for-1 resulting in the reporting person acquiring an additional 37,234 shares at a split adjusted strike price of $23.5, since his holdings report concerning these securities filed on January 1, 2017.
John J. Milek, Attorney-in-Fact 07/23/2020
** 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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