- Statement of Changes in Beneficial Ownership (4)
January 03 2013 - 3:46PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Brown Christina Lee
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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
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
850 DIXIE HWY
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/31/2012
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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 A Common
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257700
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D
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Class A Common
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504775
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I
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Owsley Brown II 1994 GRAT
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Class A Common
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67714
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I
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Trust u/a Owsley Brown III
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Class A Common
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12/31/2012
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S
(1)
(2)
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2002581
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D
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$61.255
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3330114
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I
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Olympus Three, LLC
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Class A Common
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12/31/2012
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S
(1)
(2)
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2418
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D
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$61.255
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0
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I
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Guilford-Brown LP
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Class A Common
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12/31/2012
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S
(1)
(2)
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840
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D
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$61.255
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0
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I
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Driftwood Holding Three LLC
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Class A Common
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12/31/2012
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S
(1)
(2)
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1499
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D
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$61.255
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0
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I
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Longview LP
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Class A Common
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12/31/2012
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G
(3)
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V
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1251558
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D
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(3)
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1277100
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I
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Polaris LLC
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Class B Common
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64189
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D
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Class B Common
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1980
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I
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Owsley Brown II IRA
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Class B Common
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126193
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I
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Owsley Brown II 1994 GRAT
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Class B Common
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12/31/2012
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S
(1)
(2)
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4031268
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D
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$62.46
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6703641
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I
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Olympus Three LLC
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Class B Common
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12/31/2012
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S
(1)
(2)
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44251
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D
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$62.46
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0
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I
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Driftwood Holding Three LLC
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Class B Common
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12/31/2012
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S
(1)
(2)
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652
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D
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$62.46
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0
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I
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Longview LP
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Class B Common
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253176
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I
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Estate of Owsley Brown II
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Class B Common
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12/31/2012
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G
(3)
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V
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336728
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D
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(3)
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343600
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I
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Polaris LLC
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Non-Qualified Stock Option (right to buy)
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$22.49
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5/1/2007
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4/30/2014
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Class B Common
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131303
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131303
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D
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Stock Appreciation Right
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$33.65
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11/15/2007
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7/24/2015
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Class B Common
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5311
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5311
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D
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Explanation of Responses:
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(
1)
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The reporting person was appointed administrator of the Estate of Owsley Brown II in October 2011. On 12/21/12, the Estate distributed to the reporting person a 64.59% interest in Olympus Three, LLC, in which the reporting person had previously reported a pecuniary interest. On 12/31/12, in a series of nearly simultaneous transactions, the Estate transferred a .3265% interest in Guiford-Brown LP, a 9.79% interest in Driftwood Holding Three LLC and a 1% interest in Longview LP to the Owsley Brown Marital Trust, which transferred them to the reporting person, who then sold them and a 60.14% interest in Olympus Three LLC to a family trust in which the reporting person has no pecuniary interest. Following these transactions, neither the Estate nor the reporting person has a pecuniary interest in Guilford-Brown LP, Driftwood Holding Three LLC or Longview LP, but the reporting person continues to have a pecuniary interest in Olympus Three LLC.
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(
2)
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The reporting person disclaims beneficial ownership of all entities set forth in this form except to the extent of her pecuniary interest therein.
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(
3)
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On 12/31/12, the reporting person gifted a 98% interest in Polaris LLC to a charitable lead annuity trust in which she has no pecuniary interest.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Brown Christina Lee
850 DIXIE HWY
LOUISVILLE, KY 40210
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X
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Signatures
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Diane M. Barhorst, Atty in Fact for Christina Lee Brown
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1/3/2013
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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