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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Brown David

(Last)

(First)

(Middle)

WEB.COM GROUP, INC.

12808 GRAN BAY PARKWAY WEST

(Street)

JACKSONVILLE

32258

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WEB.COM GROUP, INC. [ WWWW ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman, CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2012

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)
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	03/02/2012		M		313,201	A	$0.5	1,087,240	D
Common Stock	03/02/2012		F		11,422⁽⁵⁾	D	$13.71⁽⁶⁾	1,075,818	D
Common Stock	03/02/2012		M		5,747	A	$2	1,081,565	D
Common Stock	03/02/2012		F		838⁽⁵⁾	D	$13.71⁽⁶⁾	1,080,727	D
Common Stock	03/02/2012		M		50,900	A	$0.5	1,131,627	D
Common Stock	03/02/2012		F		19,733⁽⁷⁾	D	$13.71⁽⁶⁾	1,111,894	D
Common Stock	03/02/2012		M		509,516	A	$2	1,621,410	D
Common Stock	03/02/2012		F		232,954⁽⁷⁾	D	$13.71⁽⁶⁾	1,388,456	D
Common Stock	03/02/2012		F		31,985⁽⁸⁾	D	$13.5	1,356,471	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)
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)
Stock Option (Right to Buy)	$0.5	03/02/2012		M		313,201⁽¹⁾		⁽³⁾	05/28/2012	Common Stock	313,201	$0	0	D
Stock Option (Right to Buy)	$0.5	03/02/2012		M		50,900⁽¹⁾		⁽³⁾	05/28/2012	Common Stock	50,900	$0	0	D
Stock Option (Right to Buy)	$2	03/02/2012		M		5,747⁽²⁾		⁽⁴⁾	11/26/2013	5,747	5,747	$0	0	D
Stock Option (Right to Buy)	$2	03/02/2012		M		509,516⁽²⁾		⁽⁴⁾	11/26/2013	Common Stock	509,516	$0	0	D

Explanation of Responses:

1. The stock options were exercised during the Company's open trading window period. Such stock options were expiring on May 28, 2012.

2. The stock options were exercised during the Company's open trading window period. Such stock options were expiring on November 26, 2013.

3. Stock options vested monthly during a four-year period beginning on May 28, 2002, the date of grant. The stock option award was fully vested.

4. Stock options vested monthly during a four-year period beginning on November 26, 2003, the date of grant. The stock option award was fully vested.

5. The Registrant delivered shares of Common Stock previously owned to pay for the exercise price of the options.

6. Closing price of the stock on March 1, 2012.

7. Option withheld to cover the exercise price and taxes due.

8. Surrender of shares to pay applicable taxes due on the vesting of restricted stock.

	/s/ David L. Brown	03/06/2012
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.