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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [ BFA, BFB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/10/2017 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Class B Common | 03/10/2017 | M | 7,910 | A | $19.215 | 7,910 | D | |||
Class B Common | 03/10/2017 | M | 8,248 | A | $13.525 | 16,158 | D | |||
Class B Common | 03/10/2017 | F | 9,885 | D | $46.21(1) | 6,723 | D | |||
Class B Common | 03/10/2017 | S | 6,723 | D | $46.5201 | 0 | D | |||
Class A Common | 3,081(2) | D | ||||||||
Class A Common | 2.6784(3) | I | DRIP |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Stock Appreciation Right | $13.525(4) | 03/10/2017 | M | 8,248 | 05/01/2012 | 04/30/2019 | Class B Common | 8,248 | $0 | 0(4) | D | ||||
Stock Appreciation Right | $19.215(5) | 03/10/2017 | M | 7,910 | 05/01/2013 | 04/30/2020 | Class B Common | 7,910 | $0 | 0(5) | D | ||||
Stock Appreciation Right | $23.2(6) | 05/01/2014 | 04/30/2021 | Class B Common | 17,156 | 17,156(6) | D | ||||||||
Stock Appreciation Right | $29.35(7) | 05/01/2015 | 04/30/2022 | Class B Common | 15,518 | 15,518(7) | D | ||||||||
Stock Appreciation Right | $36.21(8) | 05/01/2016 | 04/30/2023 | Class B Common | 17,184 | 17,184(8) | D | ||||||||
Stock Appreciation Right | $45.985(9) | 05/01/2017 | 04/30/2024 | Class B Common | 12,078 | 12,078(9) | D | ||||||||
Stock Appreciation Right | $51.1265(10) | 05/01/2018 | 04/30/2025 | Class B Common | 15,740 | 15,740(10) | D | ||||||||
Stock Appreciation Right | $49.005(11) | 05/01/2019 | 04/30/2026 | Class B Common | 22,696 | 22,696(11) | D |
Explanation of Responses: |
1. The closing price of BF-B on March 9, 2017 was used to calculate the withholding obligation. |
2. Reflects the acquisition of 1,540 additional shares in the August 2016 stock split. |
3. Number of shares acquired through the issuer's dividend reinvestment plan as of March, 2017. |
4. These stock appreciation rights were previously reported as covering 4,124 shares at an exercise price of $27.05, but were adjusted to reflect the August 2016 stock split. |
5. These stock appreciation rights were previously reported as covering 3,955 shares at an exercise price of $38.43, but were adjusted to reflect the August 2016 stock split. |
6. These stock appreciation rights were previously reported as covering 8,578 shares at an exercise price of $46.40, but were adjusted to reflect the August 2016 stock split. |
7. These stock appreciation rights were previously reported as covering 7,759 shares at an exercise price of $58.70, but were adjusted to reflect the August 2016 stock split. |
8. These stock appreciation rights were previously reported as covering 8,592 shares at an exercise price of $72.42, but were adjusted to reflect the August 2016 stock split. |
9. These stock appreciation rights were previously reported as covering 6,039 shares at an exercise price of $91.97, but were adjusted to reflect the August 2016 stock split. |
10. These stock appreciation rights were previously reported as covering 7,870 shares at an exercise price of $102.25, but were adjusted to reflect the August 2016 stock split. |
11. These stock appreciation rights were previously reported as covering 11,348 shares at an exercise price of $98.01, but were adjusted to reflect the August 2016 stock split. |
Remarks: |
Michael E. Carr, Jr., Attorney in Fact for Lawson E. Whiting | 03/14/2017 | |
** 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. |