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*
SCHULZE RICHARD M

(Last) (First) (Middle)
8500 NORMANDALE LAKE BLVD; SUITE 1750

(Street)
MINNEAPOLIS MN 55437

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BEST BUY CO INC [ BBY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/23/2012
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
Common Stock 07/23/2012 G V 8,500,000 D $0.0000 50,406,780 I Trustee for Revocable Trust
Common Stock 07/23/2012 G V 209,091 D $0.0000 50,197,689 I Trustee for Revocable Trust
Common Stock 07/23/2012 S 2,090,909 D $18.3 (1) 48,106,780 I Trustee for Revocable Trust
Common Stock 07/23/2012 G V 8,500,000 A $0.0000 8,500,000 I Trustee for Revocable Trust
Common Stock 1,732,500 D
Common Stock 1,787,419 I Family Foundation
Common Stock 31,672 I Sole member of LLC which is sole general partner of L.P. A
Common Stock 950,169 I Sole general partner of limited partnership B
Common Stock 252,312 I Sole member of LLC which is sole general partner of L.P. C
Common Stock 2,061 I IRA
Common Stock 11,758 I Spouse Revocable Trust
Common Stock 79,718 (2) I 401(k)
Common Stock 1,143,043 I Spousal GRAT
Common Stock 3,801,208 I GRAT
Common Stock 39,566 I Trustee for Children's Trust
Common Stock 183,726 I Spouse Irrevocable Trust
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
Stock Option (Right to Buy) $32.79 04/18/2005 04/17/2015 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $56.66 04/18/2006 04/27/2016 Common Stock 7,500 7,500 D
Stock Option (Right to Buy) $35.33 04/19/2004 04/18/2014 Common Stock 11,250 11,250 D
Explanation of Responses:
1. Total sale proceeds in the amount of $38,263,634.70 were paid in the form of a promissory note. The note is payable on demand and bears interest at an annual rate equal to the applicable Federal Short-Term rate promulgated under Section 1274(d) of the Internal Revenue Code of 1986, as amended (the "AFR Rate"). Unpaid interest is compounded monthly, with the rate adjusted to reflect the AFR rate on the first calendar day of every month.
2. Amount represents share equivalents calculated based on the August 24, 2012 closing price of $17.31 per BBY share. Amount has been rounded up to the nearest whole share.
/s/ Richard M. Schulze 08/28/2012
** 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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