SEC Form 4 · accession 0000014693-18-000049
BROWN FORMAN CORP · BF-A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
George Garvin Brown IV
Director
Period of report
Apr 30, 2018
Accepted (ET)
May 2, 2018 · 8:24 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 B CommonF1 | Apr 30, 2018 | M | 3,928 | $13.942 | A | 740,875 | D | |
| Class B CommonF2 | Apr 30, 2018 | F | 2,323 | $56.04 | D | 738,552 | D | |
| Class B Common | Apr 30, 2018 | M | 8,726 | $0.00 | A | 747,278 | D | |
| Class B CommonF3 | Apr 30, 2018 | F | 3,980 | $56.04 | D | 743,298 | D | |
| Class B CommonF4 | holding | — | — | — | 52,140 | I | 2010 GRAT | |
| Class B CommonF5 | holding | — | — | — | 73,794 | I | 2012 GRAT | |
| Class B CommonF6 | holding | — | — | — | 13,197 | I | Crummey Trust | |
| Class B CommonF7 | holding | — | — | — | 195,998 | I | GGB4 2010#2 LLC | |
| Class B CommonF8 | holding | — | — | — | 1,178,039 | I | GGB4 2012 LP | |
| Class B CommonF9 | holding | — | — | — | 11,935 | I | Spouse's trust | |
| Class B CommonF10 | holding | — | — | — | 5,810 | I | GGB IV CLAT | |
| Class B CommonF10 | holding | — | — | — | 264,777 | I | GGB4 2010 #1 LP | |
| Class B CommonF10 | holding | — | — | — | 23,812 | I | Sullivan Street Partners |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF11 | $13.942 | Apr 30, 2018 | M | 3,928 | D | May 1, 2011 | Apr 30, 2018 | Class B Common | 3,928 | 0 | D |
| Restricted Stock UnitsF12,F13 | — | May 1, 2018 | M | 8,726 | D | May 1, 2018 | — | Class B Common | 8,726 | 0 | D |
| Stock Appreciation RightF14 | $10.62 | holding | — | — | — | May 1, 2012 | Apr 30, 2019 | Class B Common | 12,007 | 12,007 | D |
| Restricted Stock UnitsF12,F15,F16 | — | holding | — | — | — | May 1, 2019 | — | Class B Common | 968 | 968 | D |
Explanation of responses
- F1On February 28, 2018, the issuer completed a stock split resulting in the distribution of one share of Class B common stock for every four shares of either Class A or Class B common stock held. On April 23, 2018, the issuer paid a special cash dividend. Total has been updated to reflect the acquisition of 169,794 additional shares in the February 2018 stock split. Additionally, total has been updated to include 26,361 Class B shares previously held in a 401(k) account but transferred to direct holdings before the stock split.
- F10These shares were received in the February 2018 stock split.
- F11These stock appreciation rights were previously reported as covering 3,084 shares at an exercise price of $17.755, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.
- F12Each restricted stock unit represents a contingent right to receive one share of Brown-Forman Class B common stock.
- F13The restricted stock units were granted on July 24, 2014, and vested April 30, 2018.
- F14These stock appreciation rights were previously reported as covering 9,428 shares at an exercise price of $13.525, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.
- F15The restricted stock units were granted on July 23, 2015, and vest April 30, 2019.
- F16Updated to reflect the February 2018 stock split.
- F2The closing price of BF-B on April 27, 2018 was used to calculate the withholding obligation.
- F3The closing price of BF-B on April 30, 2018 was used to calculate the withholding obligation.
- F4Total has been updated to reflect the acquisition of 14,504 additional shares in the February 2018 stock split.
- F5Total has been updated to reflect the acquisition of 56,541 additional shares in the February 2018 stock split.
- F6Total has been updated to reflect the acquisition of 5,807 additional shares in the February 2018 stock split.
- F7Total has been updated to reflect the acquisition of 39,398 additional shares in the February 2018 stock split.
- F8Total has been updated to reflect the acquisition of 667,702 additional shares in the February 2018 stock split.
- F9Total has been updated to reflect the acquisition of 5,989 additional shares in the February 2018 stock split.