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*
LOUDERMILK ROBERT C JR
(Last) (First) (Middle)
309 E. PACES FERRY ROAD, N.E.
(Street)
ATLANTA GA 30305-
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AARON'S INC [ AAN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
12/22/2010
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 12/22/2010 S 37,000 D $20.0269 238,679 I(4) By: Trust
Common Stock 12/23/2010 S 8,000 D $20 230,679 I(4) By: Trust
Common Stock 401,553 D(1)(2)
Common Stock 7,249.8977 I By: 401(k) Plan
Common Stock 41,182 I(3) By: Spouse
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
Explanation of Responses:
1. 7,500 shares pertain to restricted Common Stock granted on November 7, 2006.
2. Reflects (i) the automatic conversion on December 10, 2010 of each outstanding share of the Company's nonvoting Common Stock, Par Value $0.50 Per Share, into one share of the Company's Class A Common Stock, Par Value $0.50 Per Share and (ii) the simultaneous redesignation of the Class A Common Stock, Par Value $0.50 Per Share, as Common Stock, Par Value $0.50 Per Share, pursuant to the Amended and Restated Certificate of Incorporation of the Company effective December 10, 2010. Immediately prior to the automatic conversion, the reporting person held 313,152 shares of Common Stock and 88,401 shares of Class A Common Stock. Such share conversion was an exempt transaction pursuant to SEC Rule 16b-7.
3. Reflects (i) the automatic conversion on December 10, 2010 of each outstanding share of the Company's nonvoting Common Stock, Par Value $0.50 Per Share, into one share of the Company's Class A Common Stock, Par Value $0.50 Per Share and (ii) the simultaneous redesignation of the Class A Common Stock, Par Value $0.50 Per Share, as Common Stock, Par Value $0.50 Per Share, pursuant to the Amended and Restated Certificate of Incorporation of the Company effective December 10, 2010. Immediately prior to the automatic conversion, the reporting person held 39,157 shares of Common Stock and 2,025 shares of Class A Common Stock. Such share conversion was an exempt transaction pursuant to SEC Rule 16b-7.
4. Reflects (i) the automatic conversion on December 10, 2010 of each outstanding share of the Company's nonvoting Common Stock, Par Value $0.50 Per Share, into one share of the Company's Class A Common Stock, Par Value $0.50 Per Share and (ii) the simultaneous redesignation of the Class A Common Stock, Par Value $0.50 Per Share, as Common Stock, Par Value $0.50 Per Share, pursuant to the Amended and Restated Certificate of Incorporation of the Company effective December 10, 2010. Immediately prior to the automatic conversion, the reporting person held 197,409 shares of Common Stock and 78,270 shares of Class A Common Stock. Such share conversion was an exempt transaction pursuant to SEC Rule 16b-7.
s/ Aleksandra T. Nearing, by Power of Attorney for Robert C. Loudermilk, Jr. 12/27/2010
** 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.