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*
GRODZKI KEVIN

(Last) (First) (Middle)
BRUNSWICK CORPORATION
1 N FIELD COURT

(Street)
LAKE FOREST IL 60045

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BRUNSWICK CORP [ BC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP & PRES MERCURY MARINE SALES
3. Date of Earliest Transaction (Month/Day/Year)
11/13/2013
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
Common Stock 11/13/2013 M 20,000 A $3.71 53,099 D
Common Stock 11/13/2013 D 1,705 D $43.52 51,394 D
Common Stock 11/13/2013 M 9,000 A $38.36 60,394 D
Common Stock 11/13/2013 M 45,000 A $5.86 105,394 D
Common Stock 11/13/2013 D 6,060 D $43.52 99,334 D
Common Stock 11/13/2013 S 40,000 D $44.2243(1) 59,334 D
Common Stock 11/13/2013 S 16,235 D $44.3997(2) 43,099 D
Common Stock 11/14/2013 S 10,000 D $44.7696(3) 33,099 D
Common Stock 2,770 I By Svgs Plan Trustee
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)(4) $38.36 11/13/2013 M 9,000 (5) 02/18/2014 Common Stock 9,000 $0.0 0 D
Stock Appreciation Rights(6) $3.71 11/13/2013 M 20,000 (7) 02/09/2019 Common Stock 20,000 $0.0 0 D
Stock Appreciation Rights(6) $5.86 11/13/2013 M 45,000 (7) 05/12/2019 Common Stock 45,000 $0.0 0 D
Explanation of Responses:
1. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.01 to $44.44, inclusive
2. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.26 to $44.58, inclusive
3. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.10 to $45.0945, inclusive
4. Employee Stock Option granted under the 2003 Stock Incentive Plan with right to have shares withheld or to deliver previously acquired shares to pay income taxes on exercise of option.
5. Currently all shares are exercisable.
6. Employee Stock-Settled Stock Appreciation Right granted under the 2003 Stock Incentive Plan.
7. One-fourth of the total shares granted may be exercised on each of the first, second, third, and fourth anniversaries following grant date.
By: Power of Attorney For: /s/ Kevin Grodzki 11/14/2013
** 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).
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.