SEC Form 4 · accession 0000014693-18-000045
BROWN FORMAN CORP · BF-A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John V. Hayes
Officer — SVP, Chief Marketing Officer
Period of report
Apr 30, 2018
Accepted (ET)
May 2, 2018 · 8:20 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 | Apr 30, 2018 | F | 422 | $53.37 | D | 1,742 | D | |
| Class B CommonF3,F4 | Apr 30, 2018 | F | 106 | $56.04 | D | 18,278 | D | |
| Class A CommonF5 | holding | — | — | — | 114 | I | ESPP | |
| Class A Common | holding | — | — | — | 4,210 | I | Hayes Investments LLC | |
| Class B CommonF6 | holding | — | — | — | 7,546 | I | By 401k | |
| Class B CommonF5 | holding | — | — | — | 34 | I | ESPP | |
| Class B Common | holding | — | — | — | 14,267 | I | Hayes 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 RightF7 | $10.62 | holding | — | — | — | May 1, 2012 | Apr 30, 2019 | Class B Common | 33,109 | 33,109 | D |
| Stock Appreciation RightF8 | $15.088 | holding | — | — | — | May 1, 2013 | Apr 30, 2020 | Class B Common | 27,788 | 27,788 | D |
| Stock Appreciation RightF9 | $18.217 | holding | — | — | — | May 1, 2014 | Apr 30, 2021 | Class B Common | 28,912 | 28,912 | D |
| Stock Appreciation RightF10 | $23.047 | holding | — | — | — | May 1, 2015 | Apr 30, 2022 | Class B Common | 21,806 | 21,806 | D |
| Stock Appreciation RightF11 | $28.433 | holding | — | — | — | May 1, 2016 | Apr 30, 2023 | Class B Common | 9,020 | 9,020 | D |
| Stock Appreciation RightF12 | $36.109 | holding | — | — | — | May 1, 2017 | Apr 30, 2024 | Class B Common | 7,201 | 7,201 | D |
| Stock Appreciation RightF13 | $40.145 | holding | — | — | — | May 1, 2018 | Apr 30, 2025 | Class B Common | 9,190 | 9,190 | D |
| Stock Appreciation RightF14 | $38.481 | holding | — | — | — | May 1, 2019 | Apr 30, 2026 | Class B Common | 12,674 | 12,674 | D |
| Stock Appreciation RightF15 | $39.757 | holding | — | — | — | May 1, 2020 | Apr 30, 2027 | Class B Common | 10,692 | 10,692 | D |
Explanation of responses
- F1To satisfy withholding obligations associated with the July 24, 2014 award of Class A common stock that vested on April 30, 2018, the reporting person surrendered 422 shares of Class A common stock.
- F10These stock appreciation rights were previously reported as covering 21,403 shares at an exercise price of $23.48, but were adjusted to reflect the April 2018 special dividend.
- F11These stock appreciation rights were previously reported as covering 8,853 shares at an exercise price of $28.968, but were adjusted to reflect the April 2018 special dividend.
- F12These stock appreciation rights were previously reported as covering 7,068 shares at an exercise price of $36.788, but were adjusted to reflect the April 2018 special dividend.
- F13These stock appreciation rights were previously reported as covering 9,020 shares at an exercise price of $40.90, but were adjusted to reflect the April 2018 special dividend.
- F14These stock appreciation rights were previously reported as covering 12,440 shares at an exercise price of $39.204, but were adjusted to reflect the April 2018 special dividend.
- F15These stock appreciation rights were previously reported as covering 10,494 shares at an exercise price of $40.504, but were adjusted to reflect the April 2018 special dividend.
- F2The closing price of BF-A on April 30, 2018 was used to calculate the withholding obligation.
- F3To satisfy withholding obligations associated with the shares of Class B performance-based restricted stock that were issued in the February 2018 stock split and vested on April 30, 2018, the reporting person surrendered 106 shares of Class B common stock.
- F4The closing price of BF-B on April 30, 2018 was used to calculate the withholding obligation.
- F5Number of shares acquired through the issuer's employee stock purchase program as of April 30, 2018.
- F6Number of shares acquired through the issuer's 401(k) plan as of April 30, 2018, including shares received in the February 2018 stock split.
- F7These stock appreciation rights were previously reported as covering 32,498 shares at an exercise price of $10.82, but were adjusted to reflect the April 2018 special dividend.
- F8These stock appreciation rights were previously reported as covering 27,275 shares at an exercise price of $15.372, but were adjusted to reflect the April 2018 special dividend.
- F9These stock appreciation rights were previously reported as covering 28,378 shares at an exercise price of $18.56, but were adjusted to reflect the April 2018 special dividend.