Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Freeders James C
2. Date of Event Requiring Statement (Month/Day/Year)
03/06/2017
3. Issuer Name and Ticker or Trading Symbol
OSHKOSH CORP [OSK]
(Last)
(First)
(Middle)
C/O OSHKOSH CORPORATION, 2307 OREGON STREET
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior VP and Controller
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

OSHKOSH, WI 54902
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 3,475.524
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Options (1)   (2) 09/15/2021 Common Stock 559 $ 46.94 D  
Options (1)   (3) 11/12/2022 Common Stock 1,400 $ 41.52 D  
Options (1)   (4) 11/21/2023 Common Stock 1,750 $ 66.89 D  
Restricted Stock Unit Award (5)   (6) 09/15/2017 Common Stock 311.586 $ 0 D  
Restricted Stock Unit Award (5)   (7) 11/12/2018 Common Stock 700.189 $ 0 D  
Restricted Stock Unit Award (5)   (8) 11/21/2019 Common Stock 802.469 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Freeders James C
C/O OSHKOSH CORPORATION
2307 OREGON STREET
OSHKOSH, WI 54902
      Senior VP and Controller  

Signatures

James C. Freeders 03/08/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Option (right to buy) granted pursuant to the Company's Stock Plan.
(2) Options vest in one-third (1/3) annual increments commencing on 9/15/2015.
(3) Options vest in one-third (1/3) annual increments commencing on 11/12/2016.
(4) Options vest in one-third (1/3) annual increments commencing on 11/21/2017.
(5) Each Restricted Stock Unit represents a contingent right to receive one share of OSK common stock.
(6) Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 9/15/2015.
(7) Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 11/12/2016.
(8) Restricted Stock Unit Award vests in one-third (1/3) annual increments commencing on 11/21/2017.

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