SEC FORM 4

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^*

PHILLIPS DAVID P

(Last)

(First)

(Middle)

P.O. BOX 407

(Street)

LAKELAND

33802

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PUBLIX SUPER MARKETS INC [ NONE ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2015

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/20/2015		J	V	40,729	D	$39.05	177,946	I	By GRAT
Common Stock	04/20/2015		J	V	40,729	A	$39.05	66,229	D
Common Stock	04/20/2015		J	V	49,257	D	$39.05	128,689	I	By GRAT
Common Stock	04/20/2015		J	V	49,257	A	$39.05	49,257	I	By Spouse as Trustee for Irrevocable Trusts
Common Stock	04/20/2015		W	V	23,332	A	$39.05	72,589	I	By Spouse as Trustee for Irrevocable Trusts
Common Stock	07/09/2015		J	V	39,858	D	$42.1	88,831	I	By GRAT
Common Stock	07/09/2015		J	V	39,858	A	$42.1	106,087	D
Common Stock	08/18/2015		P		10,000	A	$42	116,087	D
Common Stock	08/18/2015		J	V	7,000	D	$42	7,000	I	By Custodian For Children⁽¹⁾
Common Stock	08/18/2015		J	V	7,000	A	$42	7,000	I	By Child⁽¹⁾
Common Stock								1,830.4545	I	By 401(k)⁽²⁾
Common Stock								66,060.5151	I	By ESOP⁽³⁾
Common Stock								17,025	I	By IRA

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)	Code	V	(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)
SERP Stock	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Common Stock	7,427.6732		7,427.6732	I	By SERP

Explanation of Responses:

1. Represents a transfer of shares to a child under the Uniform Transfers to Minors Act.

2. Acquired under the Publix Super Markets, Inc. 401(k) SMART Plan. Transaction exempt under rule 16b-3(c).

3. Acquired under the Publix Super Markets, Inc. Employee Stock Ownership Plan. Transaction exempt under rule 16b-3(c).

4. Each share of SERP stock is the economic equivalent of one share of common stock. The shares of SERP stock become payable in common stock upon the reporting person's termination of employment in accordance with the Publix Super Markets, Inc. Supplemental Executive Retirement Plan.

	/s/ Monica Allman, POA on file for David Phillips	08/19/2015
	** 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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