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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [ BFA, BFB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/08/2006 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | 125,321 | D | ||||||||
Class A Common | 200,032 | I | Breeze Hill, LP | |||||||
Class A Common | 351,034 | I | GRAT (Grantor Trust) '94 | |||||||
Class A Common | 22,958 | I | GRAT 12/01 | |||||||
Class A Common | 99,964 | I | Longview, LP | |||||||
Class A Common | 529,610 | I | Poplar Terrace, LP | |||||||
Class A Common | 1,992.352 | I | Guilford-Brown, LP | |||||||
Class A Common | 3,788.9 | I | Nectar, LP | |||||||
Class A Common | 438,008.5 | I | GANYMO Trust/Partnership | |||||||
Class A Common | 2,090,418 | I | Olympus Three, LLC | |||||||
Class A Common | 172,752 | I | By Spouse | |||||||
Class B Common | 1,056 | D | ||||||||
Class B Common | 12/08/2006 | G | V | 0(1) | D | $0 | 54,402(1) | I | Equal Shares 2006, LP | |
Class B Common | 12/12/2006 | G | V | 0(2) | D | $0 | 54,402(2) | I | Equal Shares 2006, LP | |
Class B Common | 1,302 | I | Longview, LP | |||||||
Class B Common | 115.478 | I | Guilford-Brown, LP | |||||||
Class B Common | 346,589 | I | Hebe, LP | |||||||
Class B Common | 2,537 | I | Hebe Non-Exempt Trust fbo Owsley Brown II | |||||||
Class B Common | 874 | I | Hebe Exempt Trust fbo Owsley Brown II | |||||||
Class B Common | 933,350.5 | I | GANYMO Trust/Partnership | |||||||
Class B Common | 2,856,538 | I | Olympus Three, LLC |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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) | $50 | 05/01/2006 | 08/31/2007 | Class B Common | 600 | 600 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $30.63 | 05/01/2001 | 04/30/2008 | Class B Common | 50,722 | 50,722 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $31.13 | 05/01/2002 | 04/30/2009 | Class B Common | 54,514 | 54,514 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $25.22 | 05/01/2003 | 04/30/2010 | Class B Common | 79,084 | 79,084 | D | ||||||||
Non_Qualified Stock Option (right to buy) | $34.17 | 05/01/2004 | 04/30/2011 | Class B Common | 62,526 | 62,526 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $32.11 | 05/01/2005 | 04/30/2012 | Class B Common | 79,272 | 79,272 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $39.23 | 05/01/2006 | 04/30/2013 | Class B Common | 79,210 | 79,210 | D | ||||||||
Non-Qualified Stock Option (right to buy) | $46.58 | 05/01/2007 | 04/30/2014 | Class B Common | 63,381 | 63,381 | D |
Explanation of Responses: |
1. On December 8, 2006, the reporting person gifted all of the outstanding General Partnership Units of the Equal Shares 2006, LP (the "Partnership") to his spouse. The gift represented a 1% interest in the Partnership. |
2. On December 12, 2006, the reporting person's spouse gifted all of the outstanding General Partnership Units of the Partnership to a trust (the "Trust"), of which the reporting person is the sole trustee. Also on December 12, 2006, the reporting person gifted 9800 Limited Partnership Units of the Partnership, representing a 98% interest in the Partnership, to an independent charitable organization. Following these transactions, the Trust owned 100 GP Units and 100 LP Units of the Partnership, representing a 2% interest in the Partnership. |
Remarks: |
Filing of this form should not be construed as an admission that the filing person is, for purposes of Section 16 of the Securities Exchange Act of 1934, the "beneficial owner" of any equity securities held in a limited partnership or in trust and reported on this form. |
Nelea A. Absher, Attn In Fact for: Owsley Brown II | 12/12/2006 | |
** 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. |