SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

COORS PETER H

(Last)

(First)

(Middle)

1801 CALIFORNIA STREET, SUITE 4600

(Street)

DENVER

80202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MOLSON COORS BREWING CO [ TAP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)	X	Other (specify below)
	Chief Customer Relations Off		Chairman of the Board

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2017

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	06/09/2017		G	63,060	D	$0.000	0⁽¹⁾	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2013 Grantor Retained Annuity Trust XV
Class B Common Stock	09/15/2017		G	35,136	D	$0.000	0⁽²⁾	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2013 Grantor Retained Annuity Trust XVI
Class B Common Stock	12/11/2017		G	21,324	D	$0.000	0⁽³⁾	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2014 Grantor Retained Annuity Trust XIX
Class B Common Stock							258,119⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	D
Class B Common Stock							13,536,806	I	by Adolph Coors Company LLC
Class B Common Stock							0⁽¹⁾	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2013 Grantor Retained Annuity Trust XIV
Class B Common Stock							38,679	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2014 Grantor Retained Annuity Trust XVII
Class B Common Stock							12,151	I	by Marilyn & Peter Coors as Co-Trustees of Peter H Coors 2015 Grantor Retained Annuity Trust XX
Class B Common Stock							43,485⁽²⁾	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2015 Grantor Retained Annuity Trust XXI
Class B Common Stock							63,864⁽²⁾	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2016 Grantor Retained Annuity Trust XXII
Class B Common Stock							105,097⁽¹⁾	I	by Marilyn E & Peter H Coors, Co-Trustees of Peter H Coors 2017 Grantor Retained Annuity Trust XXIV
Class B Common Stock							151,078⁽⁴⁾	I	by PHC Funding LLC
Class B Common Stock							1,064	I	by Spouse

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)
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)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On June 9, 2017, the Peter H. Coors 2013 Grantor Annuity Trust XV terminated and in connection therewith, (i) 63,060 shares of Class B common stock were distributed to various descendants' trusts and (ii) 22,021 shares of Class B common stock were transferred to the Peter H. Coors 2017 Grantor Annuity Trust XXIV. In addition, on June 9, 2017, (A) the reporting person transferred 77,281 shares of Class B common stock to the Peter H. Coors 2017 Grantor Annuity Trust XXIV, and (B) 5,795 shares of Class B common stock were transferred from the Peter H. Coors 2013 Grantor Annuity Trust XIV to the Peter H. Coors 2017 Grantor Annuity Trust XXIV.

2. On September 15, 2017, the Peter H. Coors 2013 Grantor Annuity Trust XVI terminated and in connection therewith, (i) 35,136 shares of Class B common stock were distributed to various descendants' trusts and (ii) 12,980 shares of Class B common stock were transferred directly to the reporting person. In addition, on September 15, 2017, (A) the Peter H. Coors 2015 Grantor Annuity Trust XXI transferred 12,915 shares of Class B common stock directly to the reporting person, and (B) the Peter H. Coors 2016 Grantor Annuity Trust XXII transferred 90,000 shares of Class B common stock directly to the reporting person.

3. On December 11, 2017, the Peter H. Coors 2014 Grantor Annuity Trust XIX terminated and in connection therewith, (i) 21,324 shares of Class B common stock were distributed to various descendants' trusts and (ii) 35,183 shares of Class B common stock were transferred directly to the reporting person.

4. Reflects the transfer of 151,078 shares of Class B common stock by the reporting person to PHC Funding LLC.

Remarks:

	Kathleen M. Kirchner, Power of Attorney	02/14/2018
	** 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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