SEC Form 4 · accession 0000014693-17-000079
BROWN FORMAN CORP · BF-A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul C Varga
Officer — Chairman & CEO · Director
Period of report
Apr 30, 2017
Accepted (ET)
May 2, 2017 · 8:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000014693
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A CommonF1,F2,F3 | Apr 30, 2017 | F | 13,429 | $48.06 | D | 171,363 | D | |
| Class A CommonF4 | holding | — | — | — | 3,688 | I | DRIP | |
| Class A CommonF5 | holding | — | — | — | 312,364 | I | GRAT | |
| Class A CommonF6 | holding | — | — | — | 444 | I | PCV Investments LLC | |
| Class B CommonF7 | holding | — | — | — | 40,000 | I | Family Trust | |
| Class B CommonF8 | holding | — | — | — | 95,804 | I | GRAT | |
| Class B CommonF9 | holding | — | — | — | 66,062 | I | PCV Investments LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF10 | $23.20 | holding | — | — | — | May 1, 2014 | Apr 30, 2021 | Class B Common | 191,522 | 191,522 | D |
| Stock Appreciation RightF11 | $29.35 | holding | — | — | — | May 1, 2015 | Apr 30, 2022 | Class B Common | 185,028 | 185,028 | D |
| Stock Appreciation RightF12 | $36.21 | holding | — | — | — | May 1, 2016 | Apr 30, 2023 | Class B Common | 124,664 | 124,664 | D |
| Stock Appreciation RightF13 | $45.985 | holding | — | — | — | May 1, 2017 | Apr 30, 2024 | Class B Common | 122,046 | 122,046 | D |
| Stock Appreciation RightF14 | $51.125 | holding | — | — | — | May 1, 2018 | Apr 30, 2025 | Class B Common | 154,250 | 154,250 | D |
| Stock Appreciation RightF15 | $49.005 | holding | — | — | — | May 1, 2019 | Apr 30, 2026 | Class B Common | 215,084 | 215,084 | D |
Explanation of responses
- F1To satisfy withholding obligations associated with the July 25, 2013 award of Class A common stock that vested on April 30, 2017, the reporting person surrendered 13,429 shares of Class A common stock.
- F10These stock appreciation rights were previously reported as covering 95,761 shares at an exercise price of $46.40, but were adjusted to reflect the August 2016 stock split.
- F11These stock appreciation rights were previously reported as covering 92,514 shares at an exercise price of $58.70, but were adjusted to reflect the August 2016 stock split.
- F12These stock appreciation rights were previously reported as covering 62,332 shares at an exercise price of $72.42, but were adjusted to reflect the August 2016 stock split.
- F13These stock appreciation rights were previously reported as covering 61,023 shares at an exercise price of $91.97, but were adjusted to reflect the August 2016 stock split.
- F14These stock appreciation rights were previously reported as covering 77,125 shares at an exercise price of $102.25, but were adjusted to reflect the August 2016 stock split.
- F15These stock appreciation rights were previously reported as covering 107,542 shares at an exercise price of $98.01, but were adjusted to reflect the August 2016 stock split.
- F2The closing price of BF-A ($48.06) on April 28, 2017 was used to calculate the withholding obligation.
- F3In August 2016, the Class A and Class B common stock of Brown-Forman Corporation split 2-1, resulting in the reporting person's acquisition of 92,396 additional shares.
- F4Number of shares acquired through the issuer's Omnibus dividend reinvestment as of May 2, 2017. Updated to reflect the August 2016 Stock Split.
- F5Reflects the acquisition of 156,182 additional shares in the August 2016 stock split.
- F6Reflects the acquisition of 222 additional shares in the August 2016 stock split.
- F7Reflects the acquisition of 20,000 additional shares in the August 2016 stock split.
- F8Reflects the acquisition of 47,902 additional shares in the August 2016 stock split.
- F9Reflects the acquisition of 33,031 additional shares in the August 2016 stock split.