XNYS:JCI Johnson Controls Inc Insider Activity 4 Filing - 10/1/2012

Effective Date 10/1/2012

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Boyd Colin
  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
(Last)
(First)
(Middle)
5757 N. GREEN BAY AVENUE, P.O. BOX 591
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2012
(Street)

MILWAUKEE, WI 53201
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 10/01/2012   M   2,166.084 A $ 0 (1) 16,100.907(2)(3) D  
Common Stock 10/01/2012   D   2,166.084 D $27.65 13,934.823(2)(3) D  
Common Stock 10/02/2012   M   14.152 A $ 0 (1) 13,962.052(2)(4) D  
Common Stock 10/02/2012   D   14.152 D $27.55 13,947.9(2)(4) D  
Common Stock               3,485.105(5) I By 401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)

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 Underlying Securities
(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 of Derivative Security: 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
Phantom Stock Units - Restricted Stock (1) 10/01/2012   M     2,166.084   (6)   (6) Common Stock 2,166.084 $ 0 (1) 3,743.357(7) D  
Phantom Stock Units - Restricted Stock (1) 10/02/2012   M     14.152   (6)   (6) Common Stock 14.152 $ 0 (1) 3,910.668(8) D  
Phantom Stock Units - Long-Term Incentive Plan (1)               (9)   (9) Common Stock 10,523.058   10,523.058(10) D  
Phantom Stock Units - Retirement Restoration (1)               (11)   (11) Common Stock 5,335.851   5,335.851(12) D  
Employee Stock Option (Right to Buy) $28.79             10/01/2010 10/01/2018 Common Stock 40,000   40,000 D  
Employee Stock Option (Right to Buy) $24.87             10/01/2011 10/01/2019 Common Stock 40,000   40,000 D  
Employee Stock Option (Right to Buy) $30.54             10/01/2012(13) 10/01/2020 Common Stock 40,000   40,000 D  
Employee Stock Option (Right to Buy) $28.54             10/07/2013(13) 10/07/2021 Common Stock 35,500   35,500 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Boyd Colin
5757 N. GREEN BAY AVENUE
P.O. BOX 591
MILWAUKEE, WI 53201
      Vice President  

Signatures

 Angela M. Blair, Attorney-In-Fact for Colin Boyd   10/03/2012
** Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Each unit of phantom stock is the economic equivalent of one share of Johnson Controls common stock.
(2) Includes the following previously granted shares of restricted stock: 3,000 which vest on November 1, 2012; 2,950 which vest on October 7, 2013; 3,000 which vest on November 3, 2014; and 2,950 which vest on October 7, 2015. All vesting is subject to continuous employment with the issuer.
(3) Includes 35.916 shares acquired through the reinvestment of dividends on January 3, April 3 and July 3 at prices ranging from $27.00 to $32.33 per share.
(4) Includes 13.077 shares acquired through the reinvestment of dividends on October 2, 2012 at $28.009 per share.
(5) The number of underlying securities is based on the stock fund balance on October 2, 2012. 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 2, 2012, stock fund price of $27.55 per share.
(6) The restricted stock units accrue under the Johnson Controls Restricted Stock Plan. The balance includes phantom stock and dividend equivalent units that settle 100% in cash and relate to restricted stock awards.
(7) Includes 309.461 phantom stock units acquired through the reinvestment of dividends on January 3, April 3 and July 3, 2012 at prices ranging from $27.81 to $32.60 per phantom stock unit.
(8) Includes 102.207 phantom stock units acquired through the reinvestment of dividends on October 2, 2012 at $27.55 per phantom stock unit.
(9) The phantom stock units accrue under the Johnson Controls Long-Term Incentive Plan and are to be settled 100% in cash upon the reporting person's termination of employment with the company.
(10) Includes 206.152 phantom stock units acquired through the reinvestment of dividends on January 3, April 3, July 3 and October 2, 2012 at prices ranging from $27.55 to $32.60 per phantom stock unit.
(11) The phantom stock units accrue under the Johnson Controls Retirement Restoration Plan and are to be settled 100% in cash upon the reporting person's termination of employment with the company.
(12) The balance includes: 108.071 phantom stock units acquired through the reinvestment of dividends on January 3, April 3, July 3 and October 2, 2012 at prices ranging from $27.55 to $32.60 per phantom stock unit; phantom stock units acquired through employee payroll contributions (which are discretionary transactions and qualify for the Rule 16a-3(f)(1)(i)(B) reporting exemption); and a company match of 1,866.289 phantom stock units on February 16, 2012 at $34.44 per phantom stock unit. The plan mirrors the company's 401(k) Plan.
(13) Fifty percent of the options become exercisable two years after the grant date; the remaining 50%, three years after grant date.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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XNYS:JCI Johnson Controls Inc Insider Activity 4 Filling

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XNYS:JCI Johnson Controls Inc Insider Activity 4 Filing - 10/1/2012
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