SEC Info - Farrer Marshall - ‘4’ for 4/30/18 re: Brown Forman Corp.

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^*

Farrer Marshall

(Last)

(First)

(Middle)

850 DIXIE HIGHWAY

(Street)

LOUISVILLE

40210

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [ BFA, BFB ]

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
4/30/18

4. 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 Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common	4/30/18		M		6,169	A	$13.942	8,826 ⁽¹⁾	D
Class B Common	4/30/18		F		3,039	D	$56.04 ⁽²⁾	5,787	D
Class B Common	4/30/18		M		971	A	$0	6,758	D
Class B Common	4/30/18		F		309	D	$56.04 ⁽³⁾	6,449	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Appreciation Right	$13.942 ⁽⁴⁾	4/30/18		M			6,169	7/24/08	4/30/18	Class B Common	6,169 ⁽⁴⁾	$0	0	D
Restricted Stock Units	⁽⁵⁾	5/1/18		M			971	5/1/18	⁽⁶⁾	Class B Common	971	$0	0	D
Stock Appreciation Right	$10.62 ⁽⁷⁾							7/23/09	4/30/19	Class B Common	6,057 ⁽⁷⁾		6,057	D
Stock Appreciation Right	$15.088 ⁽⁸⁾							7/22/10	4/30/20	Class B Common	9,027 ⁽⁸⁾		9,027	D
Stock Appreciation Right	$18.217 ⁽⁹⁾							7/28/11	4/30/21	Class B Common	3,916 ⁽⁹⁾		3,916	D
Stock Appreciation Right	$23.047 ⁽¹⁰⁾							7/26/12	4/30/22	Class B Common	5,933 ⁽¹⁰⁾		5,933	D
Stock Appreciation Right	$40.145 ⁽¹¹⁾							7/23/15	4/30/25	Class B Common	4,814 ⁽¹¹⁾		4,814	D
Stock Appreciation Right	$38.481 ⁽¹²⁾							7/28/16	4/30/26	Class B Common	3,291 ⁽¹²⁾		3,291	D

Explanation of Responses:

(1) On 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 531 additional shares in the February 2018 stock split.

(2) The closing price of BF-B on April 27, 2018 was used to calculate the withholding obligation.

(3) The closing price of BF-B on April 30, 2018 was used to calculate the withholding obligation.

(4) These stock appreciation rights were previously reported as covering 4,844 shares at an exercise price of $17.755, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.

(5) Each restricted stock unit represents a contingent right to receive one share of Brown-Forman Class B common stock.

(6) The restricted stock units were granted on July 24, 2014, and vested April 30, 2018.

(7) These stock appreciation rights were previously reported as covering 4,756 shares at an exercise price of $13.525, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.

(8) These stock appreciation rights were previously reported as covering 7,088 shares at an exercise price of $19.215, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.

(9) These stock appreciation rights were previously reported as covering 3,074 shares at an exercise price of $23.20, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.

(10) These stock appreciation rights were previously reported as covering 4,658 shares at an exercise price of $29.35, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.

(11) These stock appreciation rights were previously reported as covering 3,780 shares at an exercise price of $51.125, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.

(12) These stock appreciation rights were previously reported as covering 2,584 shares at an exercise price of $49.005, but were adjusted to reflect the February 2018 stock split and April 2018 special dividend.

Remarks:

	Michael E. Carr, Jr., Attorney in Fact for Marshall B. Farrer	5/2/18
	** 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.

____________ Transaction Codes:
F	Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3.
M	Exercise or conversion of derivative security exempted pursuant to Rule 16b-3.

Farrer Marshall – ‘4’ for 4/30/18 re: Brown Forman Corp.

On: Wednesday, 5/2/18, at 8:04pm ET · For: 4/30/18 · Accession #: 14693-18-41 · File #: 1-00123

Previous ‘4’: ‘4’ on 5/2/17 for 4/30/17 · Next: ‘4’ on 4/24/19 for 4/23/19 · Latest: ‘4’ on 7/31/23 for 7/27/23

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

‘4’ — Statement of Changes in Beneficial Ownership of Securities by an Insider — wf-form4_152530584927191.xml/3.6