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*
Van Heel John W

(Last) (First) (Middle)
200 HOLLEDER PARKWAY

(Street)
ROCHESTER NY 14615

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MONRO MUFFLER BRAKE INC [ MNRO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/17/2015
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)
Code V Amount (A) or (D) Price
HOLDINGS 127,034 D
Common Stock 11/17/2015 J 13,683 (1) D $73.56 113,351 D
Common Stock 11/17/2015 M 11,250 A $16.3 124,601 D
Common Stock 11/17/2015 M 22,500 A $15.27 147,101 D
Common Stock 11/17/2015 M 18,000 A $26.64 165,101 D
Common Stock 11/17/2015 S 5,400 D $73.67 (2) (3) 159,701 D
Common Stock 11/18/2015 S 22,698 D $73.51 (2) (4) 137,003 D
Common Stock 11/19/2015 S 6,902 D $73.2 (2) (5) 130,101 D
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
Options (Right to buy) $16.3 11/17/2015 M 2,812 05/18/2007 05/17/2016 Common Stock 2,812 $16.3 8,438 D
Options (Right to buy) $16.3 11/17/2015 M 2,813 05/18/2008 05/17/2016 Common Stock 2,813 $16.3 5,625 D
Options (Right to buy) $16.3 11/17/2015 M 2,812 05/18/2009 05/17/2016 Common Stock 2,812 $16.3 2,813 D
Options (Right to buy) $16.3 11/17/2015 M 2,813 05/18/2010 05/17/2016 Common Stock 2,813 $16.3 0 D
Options (Right to buy) $15.27 11/17/2015 M 5,625 10/09/2007 10/08/2016 Common Stock 5,625 $15.27 16,875 D
Options (Right to buy) $15.27 11/17/2015 M 5,625 10/09/2008 10/08/2016 Common Stock 5,625 $15.27 11,250 D
Options (Right to buy) $15.27 11/17/2015 M 5,625 10/09/2009 10/08/2016 Common Stock 5,625 $15.27 5,625 D
Options (Right to buy) $15.27 11/17/2015 M 5,625 10/09/2010 10/08/2016 Common Stock 5,625 $15.27 0 D
Options (Right to buy) $26.64 11/17/2015 M 4,500 08/10/2011 08/09/2016 Common Stock 4,500 $26.64 13,500 D
Options (Right to buy) $26.64 11/17/2015 M 4,500 08/10/2012 08/09/2016 Common Stock 4,500 $26.64 9,000 D
Options (Right to buy) $26.64 11/17/2015 M 4,500 08/10/2013 08/09/2016 Common Stock 4,500 $26.64 4,500 D
Options (Right to buy) $26.64 11/17/2015 M 4,500 08/10/2014 08/09/2016 Common Stock 4,500 $26.64 0 D
Explanation of Responses:
1. As permitted pursuant to the terms of the 1998 Employee Incentive Stock Option Plan and the 2007 Stock Option Plan, the reporting person delivered these shares to the Issuer in order to pay for the exercise of 51,750 non-qualified stock options reported on Tables I and II that expire within the next 12 months. The shares were valued at the closing price for the Issuer's stock on November 17, 2015, the date on which the reporting person delivered these shares and exercised the options.
2. The reporting person sold stock on November 17, 18 and 19, 2015, to pay taxes related to the exercise of options during the month. The reporting person's holdings of the Issuer's stock increased by 3,067 shares as a result of the stock option exercise and related sales reported on this form and increased by an aggregate of 22,671 shares as a result of all November activity.
3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $73.50 to $73.74, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for the transactions being reported on this Form 4.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $73.50 to $73.67, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for the transactions being reported on this Form 4.
5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $73.20 to $73.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price for the transactions being reported on this Form 4.
Remarks:
/s/ John W. Van Heel 11/19/2015
** Signature of Reporting Person Date
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