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Form 4 EMERSON ELECTRIC CO For: Oct 01 Filed by: MONSER EDWARD L

October 5, 2015 3:31 PM EDT
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 *
MONSER EDWARD L

(Last) (First) (Middle)
C/O EMERSON ELECTRIC CO.
8000 W. FLORISSANT AVENUE

(Street)
ST. LOUIS MO 63136

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EMERSON ELECTRIC CO [ EMR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2015
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 10/01/2015   F (1)   1,668 (1) D $ 43.445 143,780 (2) D  
COMMON STOCK               1,295.947 (3) I 401(k) plan
COMMON STOCK               4,395.1535 (4) I 401(k) excess 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) $ 53.835             10/01/2008 (5) 10/01/2017 Common Stock 50,000 (6)   50,000 (6) D  
Employee Stock Option (Right to Buy) $ 30.025             02/19/2009 (5) 02/19/2019 Common Stock 40,000 (6)   40,000 (6) D  
Employee Stock Option (Right to Buy) $ 53.31             10/04/2011 (5) 10/04/2020 Common Stock 65,000 (6)   65,000 (6) D  
Employee Stock Option (Right to Buy) $ 65.07             10/01/2014 (5) 10/01/2023 Common Stock 60,000 (6)   60,000 (6) D  
Explanation of Responses:
1. Shares withheld for required minimum taxes upon vesting of previously reported stock grant under shareholder approved benefit plan exempt pursuant to Rule 16b-3.
2. Since the reporting person's last Form 4, he has transferred 132,948 shares of common stock to his ex-wife pursuant to a domestic relations order (DRO). In addition, since the reporting person's last Form 4, he has transferred the economic interests in 12,500 shares of restricted stock, previously reported as directly owned, to his ex-wife pursuant to the DRO. The reporting person disclaims beneficial ownership in all such transferred shares and restricted stock interests and no longer reports them as beneficially owned.
3. Effective January 6, 2015 the reporting person transferred 50% of the shares of common stock held in his 401(k) plan account to his ex-wife pursuant to the DRO.
4. Effective January 6, 2015, the reporting person transferred 50% of the economic interests in his 401(k) excess plan account pursuant to the DRO. The amount shown above represents the reporting person's retained 50% interest in such account. The reporting person disclaims beneficial ownership in the other 50% interest in the account and will no longer report such interest as beneficially owned.
5. The options vest in three equal annual installments beginning on the date indicated.
6. For each tranche, the balance is being updated to reflect the transfer of economic interest in an equal number of options to the reporting person's ex-wife pursuant to the terms of the DRO. The reporting person disclaims beneficial ownership in all such transferred options and will no longer report them as beneficially owned.
/s/ John G. Shively Attorney-in-Fact for Edward L. Monser 10/05/2015
** 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.


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