Statement of Changes in Beneficial Ownership (4)
07 January 2020 - 8:18AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
*
MORREAU JANE C |
2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP
[
BFA, BFB
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Chief Financial Officer |
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(Last)
(First)
(Middle)
850 DIXIE HIGHWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/2/2020 |
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(Street)
LOUISVILLE, KY 40210
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Class B Common | 1/2/2020 | | M | | 36588 | A | $18.217 | 45077.16 (1) | D | |
| Class B Common | 1/2/2020 | | F | | 20183 | D | $67.60 (2) | 24894.16 | D | |
| Class B Common | 1/2/2020 | | S | | 16405 | D | $67.2965 (3) | 8489.16 | D | |
| Class B Common | | | | | | | | 8312.5873 (4) | I | ESPP |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Stock Appreciation Right | $18.217 | 1/2/2020 | | M | | | 36588 | 5/1/2014 | 4/30/2021 | Class B Common | 36588.0 | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | Total has been updated to reflect dividend reinvestment. |
| (2) | The closing price of BF-B on December 31, 2019 was used to calculate the withholding obligation. |
| (3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.00 to $67.67, inclusive. The reporting person undertakes to provide to Brown-Forman Corporation, any security holder of Brown-Forman Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (4) | Number of shares acquired through the issuer's employee stock purchase program as of December 23, 2019. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
MORREAU JANE C
850 DIXIE HIGHWAY
LOUISVILLE, KY 40210 |
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| EVP, Chief Financial Officer |
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Signatures
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| Jaileah X. Huddleston, Attorney in Fact for Jane C. Morreau | | 1/6/2020 |
| **Signature of Reporting Person | Date |
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