Ownership Submission
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 *
Yadav Uday
  2. Issuer Name and Ticker or Trading Symbol
Eaton Corp plc [ETN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
See Remarks below.
(Last)
(First)
(Middle)
1000 EATON BOULEVARD
3. Date of Earliest Transaction (Month/Day/Year)
08/30/2016
(Street)

CLEVELAND, OH 44122
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
Ordinary Shares 08/30/2016   S   6,867 D $ 67.074 (1) 22,601 D  
Ordinary Shares 08/30/2016   M   3,051 A $ 40.405 25,652 D  
Ordinary Shares 08/30/2016   S   3,051 D $ 67.018 (1) 22,601 D  
Ordinary Shares 08/30/2016   M   5,795 A $ 41.565 28,396 D  
Ordinary Shares 08/30/2016   S   5,500 D $ 67.044 (1) 22,896 D  
Ordinary Shares 08/30/2016   S   295 D $ 67.043 (1) 22,601 D  
Ordinary Shares               5,545.975 (2) I by trustee of ESP

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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
Stock Option $ 40.405 08/30/2016   M     3,051   (3) 02/27/2017 Ordinary Shares 3,051 $ 40.405 0 D  
Stock Option $ 41.565 08/30/2016   M     5,795   (4) 02/26/2018 Ordinary Shares 5,795 $ 41.565 2,405 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Yadav Uday
1000 EATON BOULEVARD
CLEVELAND, OH 44122
      See Remarks below.  

Signatures

 /s/ Thomas E. Moran, as Attorney-in-Fact   09/01/2016
**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) Price reported constitutes the average price of shares sold. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
(2) These ordinary shares are held in the Eaton Savings Plan.
(3) These stock options were granted on February 27, 2007 and became fully exercisable over a three year period which ended on February 27, 2010.
(4) These stock options were granted on February 26, 2008 and became fully exercisable over a three year period which ended on February 26, 2011.
 
Remarks:
Chief Operating Officer - Industrial Sector of Eaton Corporation, a subsidiary of the Issuer.

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