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*
Goff Leah A

(Last) (First) (Middle)
605 HIGHWAY 169 N
SUITE 400

(Street)
MINNEAPOLIS MN 55441

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WINMARK CORP [ WINA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP of Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2021
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 11/02/2021 M 350 A $134.25 10,630 D
Common Stock 11/02/2021 M 500 A $143.2 11,130 D
Common Stock 11/02/2021 M 500 A $156 11,630 D
Common Stock 11/02/2021 M 450 A $164.84 12,080 D
Common Stock 11/02/2021 M 225 A $176.2 12,305 D
Common Stock 11/02/2021 M 225 A $143.87 12,530 D
Common Stock 11/02/2021 S 800 D $239.25 11,730 D
Common Stock 11/02/2021 S 1,250(2) D $235.74 10,480 D
Common Stock 11/02/2021 S 200(3) D $233.18 10,280 D
Common Stock 11/02/2021 M 585 A $98.25 10,865 D
Common Stock 11/02/2021 M 235 A $122.5 11,100 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
Employee Stock Option (right to buy) $98.25 11/02/2021 M 585 06/01/2017(1) 06/01/2026 Common Stock 585 $98.25 0 D
Employee Stock Option (right to buy) $125.5 12/12/2017(1) 12/12/2026 Common Stock 486 486 D
Employee Stock Option (right to buy) $122.5 11/02/2021 M 235 06/01/2018(1) 06/01/2027 Common Stock 500 $122.5 265 D
Employee Stock Option (right to buy) $134.25 11/02/2021 M 350 12/11/2018(1) 12/11/2027 Common Stock 700 $134.25 350 D
Employee Stock Option (right to buy) $143.2 11/02/2021 M 500 06/01/2019(1) 06/01/2028 Common Stock 1,000 $143.2 500 D
Employee Stock Option (right to buy) $156 11/02/2021 M 500 12/11/2019(1) 12/11/2028 Common Stock 1,000 $156 500 D
Employee Stock Option (right to buy) $164.84 11/02/2021 M 450 06/01/2020(1) 06/01/2029 Common Stock 900 $164.84 450 D
Employee Stock Option (right to buy) $176.2 11/02/2021 M 225 12/16/2020(1) 12/16/2029 Common Stock 900 $176.2 675 D
Employee Stock Option (right to buy) $143.87 11/02/2021 M 225 06/01/2021(1) 06/01/2030 Common Stock 900 $143.87 675 D
Employee Stock Option (right to buy) $183.87 12/14/2021(1) 12/14/2030 Common Stock 900 900 D
Employee Stock Option (right to buy) $195.82 06/01/2022(1) 06/01/2031 Common Stock 900 900 D
Explanation of Responses:
1. 25% per year for 4 years
2. 1,250 shares sold at an average price of $235.74, with a range of $235.34 to $236.00, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.
3. 200 shares sold at an average price of $233.18, with a range of $233.08 to $234.00, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.
/s/ Leah A. Goff-Rosenberg 11/02/2021
** 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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