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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Owen Terry Modock
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
(Last)          (First)          (Middle)

293 KNOPP VALLEY DRIVE
3. Date of Earliest Transaction (MM/DD/YYYY)

9/2/2020
(Street)

WINONA, MN 55987
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 9/2/2020  M  1250 A$27 8250 (4)D  
Common Stock 9/2/2020  S  1250 D$49.5301 7000 (4)D  
Common Stock         1579 (3)I Held in 401(K) Plan 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (Right to Buy) $27 (2)9/2/2020  M   1250 (2)    (1)5/31/2021 Common Stock 1250 (2)$0 0 (2)D  

Explanation of Responses:
(1) The option will fully vest and become exercisable over a period of eight years, with 50% vesting and becoming exercisable half way through the relevant vesting period and the remainder vesting and becoming exercisable proportionately each year thereafter.
(2) The option was previously reported in a filing on May 2, 2019 as covering a remaining 625 securities at an exercise price of $54 and the amounts reported are adjusted to reflect a 2-for-1 stock split on May 22, 2019.
(3) Shares are attributed to the reporting person's account within the issuer's 401(K) Plan as of September 2, 2020. These shares were previously reported in a filing on May 2, 2019 as including 759 shares and the amounts reported are adjusted to reflect a 2-for-1 stock split on May 22, 2019.
(4) Shares were previously reported in a filing on May 2, 2019 as 3,500 securities and the amounts reported are adjusted to reflect a 2-for-1 stock split on May 22, 2019.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Owen Terry Modock
293 KNOPP VALLEY DRIVE
WINONA, MN 55987


Senior Executive VP

Signatures
John J. Milek-Attorney-in-Fact9/4/2020
**Signature of Reporting PersonDate

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