SEC FORM 3

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Brett James W. Jr.

(Last)

(First)

(Middle)

3250 VAN NESS AVE.

(Street)

SAN FRANCISCO

94109

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/29/2015

3. Issuer Name and Ticker or Trading Symbol
WILLIAMS SONOMA INC [ WSM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	PRESIDENT WEST ELM BRAND

5. If Amendment, Date of 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

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	21,251	D
Common Stock	1,838	I	By Managed Account⁽¹⁾

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽²⁾	⁽³⁾	Common Stock	20,043	⁽⁴⁾	D
Restricted Stock Units	⁽⁵⁾	⁽³⁾	Common Stock	16,882	⁽⁴⁾	D
Restricted Stock Units	⁽⁶⁾	⁽³⁾	Common Stock	23,973	⁽⁴⁾	D
Restricted Stock Units	⁽⁷⁾	⁽³⁾	Common Stock	22,872	⁽⁴⁾	D
Restricted Stock Units	⁽⁷⁾	⁽³⁾	Common Stock	13,070	⁽⁴⁾	D

Explanation of Responses:

1. Represents the number of shares held by the reporting person in the Williams-Sonoma, Inc. Stock Fund under the Williams-Sonoma, Inc. 401(k) Plan, based on a statement dated June 4, 2015.

2. These restricted stock units will vest on 4/16/2016. Vesting of these units is subject to a performance metric.

3. The restricted stock units are cancelled upon vesting and delivery of shares of WSM common stock.

4. Each restricted stock unit represents a contingent right to receive one share of WSM common stock.

5. These restricted stock units will vest in two equal parts on 4/26/2016 and 4/26/2017. Vesting of these units is subject to a performance metric.

6. These restricted stock units will vest in three equal parts on 4/22/2016, 4/22/2017, and 4/22/2018. Vesting of these units is subject to a performance metric.

7. These restricted stock units will vest in four equal parts on 4/20/2016, 4/20/2017, 4/20/2018, and 4/20/2019. Vesting of these units is subject to a performance metric.

	/s/ David King, Attorney-in-Fact for James W. Brett	06/05/2015
	** 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 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).
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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