Varga Paul C Form 4 BROWN FORMAN / PAUL C VARGA ownership change

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^*

VARGA PAUL C

(Last) (First) (Middle)

850 DIXIE HIGHWAY

(Street)

LOUISVILLE KY 40210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BROWN FORMAN CORP [ BFA, BFB ]

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

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2017

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
Class A Common	04/30/2017		F		13,429(1)	D	$48.06(2)	171,363(3)	D
Class A Common								3,688.2241(4)	I	DRIP
Class A Common								312,364(5)	I	GRAT
Class A Common								444(6)	I	PCV Investments LLC
Class B Common								40,000(7)	I	Family Trust
Class B Common								95,804(8)	I	GRAT
Class B Common								66,062(9)	I	PCV Investments LLC

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
Stock Appreciation Right	$23.2(10)							05/01/2014	04/30/2021	Class B Common	191,522(10)		191,522	D
Stock Appreciation Right	$29.35(11)							05/01/2015	04/30/2022	Class B Common	185,028(11)		185,028	D
Stock Appreciation Right	$36.21(12)							05/01/2016	04/30/2023	Class B Common	124,664(12)		124,664	D
Stock Appreciation Right	$45.985(13)							05/01/2017	04/30/2024	Class B Common	122,046(13)		122,046	D
Stock Appreciation Right	$51.125(14)							05/01/2018	04/30/2025	Class B Common	154,250(14)		154,250	D
Stock Appreciation Right	$49.005(15)							05/01/2019	04/30/2026	Class B Common	215,084(15)		215,084	D

Explanation of Responses:

1. To satisfy withholding obligations associated with the July 25, 2013 award of Class A common stock that vested on April 30, 2017, the reporting person surrendered 13,429 shares of Class A common stock.

2. The closing price of BF-A ($48.06) on April 28, 2017 was used to calculate the withholding obligation.

3. In August 2016, the Class A and Class B common stock of Brown-Forman Corporation split 2-1, resulting in the reporting person's acquisition of 92,396 additional shares.

4. Number of shares acquired through the issuer's Omnibus dividend reinvestment as of May 2, 2017. Updated to reflect the August 2016 Stock Split.

5. Reflects the acquisition of 156,182 additional shares in the August 2016 stock split.

6. Reflects the acquisition of 222 additional shares in the August 2016 stock split.

7. Reflects the acquisition of 20,000 additional shares in the August 2016 stock split.

8. Reflects the acquisition of 47,902 additional shares in the August 2016 stock split.

9. Reflects the acquisition of 33,031 additional shares in the August 2016 stock split.

10. These stock appreciation rights were previously reported as covering 95,761 shares at an exercise price of $46.40, but were adjusted to reflect the August 2016 stock split.

11. These stock appreciation rights were previously reported as covering 92,514 shares at an exercise price of $58.70, but were adjusted to reflect the August 2016 stock split.

12. These stock appreciation rights were previously reported as covering 62,332 shares at an exercise price of $72.42, but were adjusted to reflect the August 2016 stock split.

13. These stock appreciation rights were previously reported as covering 61,023 shares at an exercise price of $91.97, but were adjusted to reflect the August 2016 stock split.

14. These stock appreciation rights were previously reported as covering 77,125 shares at an exercise price of $102.25, but were adjusted to reflect the August 2016 stock split.

15. These stock appreciation rights were previously reported as covering 107,542 shares at an exercise price of $98.01, but were adjusted to reflect the August 2016 stock split.

Remarks:

	Michael E. Carr, Jr., Attorney in Fact for Paul C. Varga	05/02/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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