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*
WAREHIME MICHAEL A
(Last) (First) (Middle)
13024 BALLANTYNE CORPORATE PLACE
SUITE 900
(Street)
CHARLOTTE NC 28277
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SNYDER'S-LANCE, INC. [ LNCE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) X Other (specify below)
Chairman of the Board
3. Date of Earliest Transaction (Month/Day/Year)
12/11/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
$.83-1/3 par value Common Stock 12/11/2012 J 16,161(1) D $24.485 62,139 I By trust
$.83-1/3 par value Common Stock 12/13/2012 G V 1,100 D $0 8,677,405(2) D
$.83-1/3 par value Common Stock 7,362(2)(3) D
$.83-1/3 par value Common Stock 860,052(4) D
$.83-1/3 par value Common Stock 4,000(4)(5) D
$.83-1/3 par value Common Stock 1,041,345(6) I By Warehime Enterprises, Inc.
$.83-1/3 par value Common Stock 362,135(7) I By MAW Associates, 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
Option (right to buy)(8) $22.41 02/23/2013 02/23/2022 Common Stock 34,446(2) 34,446(2) D
1. Name and Address of Reporting Person*
WAREHIME MICHAEL A
(Last) (First) (Middle)
13024 BALLANTYNE CORPORATE PLACE
SUITE 900
(Street)
CHARLOTTE NC 28277
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) X Other (specify below)
Chairman of the Board
1. Name and Address of Reporting Person*
WAREHIME PATRICIA A
(Last) (First) (Middle)
13024 BALLANTYNE CORPORATE PLACE
SUITE 900
(Street)
CHARLOTTE NC 28277
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Transfer of securities by a subtrust for the benefit of Michael A. Warehime's ("MAW") daughter, who is trustee of the subtrust and shares MAW's household, to and in exchange for certain assets held by another Warehime family trust. MAW and Patricia A. Warehime ("PAW") disclaim beneficial ownership of these securities, and the filing of this report is not an admission that MAW or PAW is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
2. These securities are owned by MAW, who is member of a "group" with his spouse, PAW, for purposes of Section 13(d) of the Exchange Act. PAW's beneficial ownership of such securities is indirect.
3. Restricted shares awarded pursuant to the 2007 Key Employee Incentive Plan, a Rule 16b-3 Plan. Shares vest one year from award date of 2/23/2012.
4. These securities are owned by PAW. MAW's beneficial ownership of such securities is indirect.
5. Restricted shares issued pursuant to the Lance, Inc. 2008 Director Stock Plan, a Rule 16b-3 Plan.
6. These securities are owned by Warehime Enterprises, Inc. ("WEI"). MAW is the majority owner, chairman and an executive officer of WEI. MAW's and PAW's beneficial ownership of such securities is indirect.
7. These securities are owned by MAW Associates, LP ("LP"). PAW is the sole member of the general partner of LP, and MAW is an executive officer of LP. MAW's and PAW's beneficial ownership of such securities is indirect.
8. Options granted pursuant to the 2007 Key Employee Incentive Plan, a Rule 16b-3 Plan.
Remarks:
Michael A. Warehime /s/ by A. Zachary Smith III, his Attorney-In-Fact 12/13/2012
Patricia A. Warehime /s/ by A. Zachary Smith III, her Attorney-In-Fact 12/13/2012
** 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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