SEC Form 4
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*
STUBBS DACE BROWN

(Last) (First) (Middle)
850 DIXIE HIGHWAY

(Street)
LOUISVILLE KY 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)
07/12/2012
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)
Code V Amount (A) or (D) Price
Class A Common 07/12/2012 G (1) V 60,495 D $0 271,995.7 D
Class A Common 07/12/2012 G (1) V 60,495 A $0 60,495 I SMPL 2012 Partnership
Class A Common 12/24/2012 G (1) V 175,000 D $0 96,995.7 D
Class A Common 12/24/2012 G (1) V 175,000 D $0 235,495 I SMPL 2012 Partnership
Class A Common 12/28/2012 J (2) 233,140 D (2) 235,495 I SMPL 2012 Partnership
Class A Common 12/28/2012 J (2) 233,140 A (2) 235,495 I SMPL 2012 Partnership
Class A Common 2,379.1 I Albrecht Trust
Class A Common 1,758.7 I GGB Trust
Class A Common 3,882,267 I Log House 2011 LP
Class B Common 12/24/2012 G (3) V 175,000 D $0 306,951.5 D
Class B Common 12/24/2012 G (3) V 175,000 A $0 175,000 I WKS Partnership
Class B Common 12/24/2012 G (3) V 1,750 A $0 175,000 I WKS Partnership
Class B Common 12/24/2012 G (3) V 1,750 A $0 175,000 I WKS Partnership
Class B Common 12/31/2012 J (4) 173,250 D (4) 175,000 I WKS Partnership
Class B Common 12/31/2012 J (4) 173,250 A (4) 175,000 I WKS Partnership
Class B Common 577,566 I Log House 2011 LP
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $18.94 (7) 05/01/2003 04/30/2013 Class B Common 6,253 (7) 6,253 (7) D
Non-Qualified Stock Option (right to buy) $22.49 (7) 07/22/2004 04/30/2014 Class B Common 4,867 (7) 4,867 (7) D
Stock Appreciation Rights $28.58 (7) 07/28/2005 04/30/2015 Class B Common 5,658 (7) 5,658 (7) D
Stock Appreciation Right $34.95 (7) 07/27/2006 04/30/2016 Class B Common 4,819 (7) 4,819 (7) D
Stock Appreciation Right $33.76 (7) 07/26/2007 04/30/2017 Class B Common 5,987 (7) 5,987 (7) D
Stock Appreciation Right $35.51 (7) 07/24/2008 04/30/2018 Class B Common 5,495 (7) 5,495 (7) D
Stock Appreciation Right $27.05 (7) 07/23/2009 04/30/2019 Class B Common 6,752 (7) 6,752 (7) D
Deferred Stock Units (5) (6) (6) Class B Common 3,306.95 (7) 3,306.95 (7) D
Explanation of Responses:
1. On 7/12/2012 and 12/24/2012, the reporting person transferred shares to SMPL 2012 Partnership, of which the reporting person and a family trust are partners.
2. On 12/28/2012, the reporting person transferred a 99% interest in SMPL 2012 Partnership to a family trust in which she has a pecuniary interest.
3. On 12/24/2012, the reporting person transferred shares to WKS Partnership and subsequently gifted a 1% interest in the partnership to her husband.
4. On 12/31/2012, the reporting person transferred a 99% interest in WKS Partnership to a family trust in which she has a pecuniary interest. The reporting person disclaims beneficial ownership of all trusts and entities set forth in this form except to the extent of her pecuniary interest therein.
5. Under the Brown-Forman Corporation Non-Employee Director Deferred Stock Unit Program each DSU represents the right to receive one share of the Company's Class B common stock.
6. Annual grants of DSUs vest over the course of the Board year. DSUs are paid out in class B common stock on the first February 1 that is at least six months following the Director's termination from Board service.
7. All outstanding derivative security amounts and exercise prices were adjusted on December 27, 2012, the record date for the Issuer's December 12, 2012 special cash dividend.
Remarks:
Diane M. Barhorst, Attorney-in-Fact for Dace Brown Stubbs 01/02/2013
** 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).
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