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*
Barbarick Steve K

(Last) (First) (Middle)
200 POWELL PLACE

(Street)
BRENTWOOD TN 37027

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRACTOR SUPPLY CO /DE/ [ TSCO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive VP Merchandising
3. Date of Earliest Transaction (Month/Day/Year)
12/23/2013
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 02/20/2013 G (1) V 13,200 A (1) $0 29,678 D
Common stock 12/23/2013 M (2) 5,000 A (2) $25.8475 34,678 D
Common stock 12/23/2013 S (2) 5,000 D (2) $77 29,678 D
Common stock 1,369 I Stock Purchase Plan
Common stock 4,772 I Stock Purchase Plan By Wife
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 $11.5413 02/07/2010 02/07/2017 Employee stock option 5,334 5,334 D
Employee stock option $9.6125 02/06/2010 02/06/2018 Employee stock option 688 688 D
Employee stock option $9.6125 02/06/2011 02/06/2018 Employee stock option 9,334 9,334 D
Employee stock option $8.5588 02/04/2011 02/04/2019 Employee stock option 1,202 1,202 D
Employee stock option $8.5588 02/04/2012 02/04/2019 Employee stock option 5,334 5,334 D
Employee stock option $25.8475 12/23/2013 M 5,000 02/02/2012 02/02/2021 Employee stock option 7,252 $0 2,252 D
Employee stock option $25.8475 02/02/2013 02/02/2021 Employee stock option 7,250 7,250 D
Employee stock option $25.8475 02/02/2014 02/02/2021 Employee stock option 7,250 7,250 D
Employee stock option $42.54 02/08/2013 02/08/2022 Employee stock option 6,338 6,338 D
Employee stock option $42.54 02/08/2014 02/08/2022 Employee stock option 6,338 6,338 D
Employee stock option $42.54 02/08/2015 02/08/2022 Employee stock option 6,338 6,338 D
Employee stock option $51.495 02/07/2014 02/07/2023 Employee stock option 14,360 14,360 D
Employee stock option $51.495 02/07/2015 02/07/2023 Employee stock option 14,358 14,358 D
Employee stock option $51.495 02/07/2016 02/07/2023 Employee stock option 14,358 14,358 D
Explanation of Responses:
1. Shares acquired by gift were previously reported as being indirectly held by the reporting person's spouse.
2. This transaction was made pursuant to a 10b5-1 plan established by Mr. Barbarick on 11/15/2013.
Remarks:
Steve K. Barbarick by: /s/ Kurt D. Barton, as Attorney-in-fact 12/26/2013
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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