Brown-Forman (BF-A) Form 4 BROWN FORMAN / Matthew E Hamel 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^*

Hamel Matthew E

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Gen Counsel and Secretary

3. Date of Earliest Transaction (Month/Day/Year)
10/31/2016

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 B Common	10/31/2016		M		7,600	A	$16.825	13,702(1)	D
Class B Common	10/31/2016		F		5,197	D	$46.03(2)	8,505	D
Class A Common								22,482(3)	D
Class A Common								0.1378(4)	I	DRIP
Class B Common								65.2227(5)	I	ESPP
Class B Common								10,847.2805(6)	I	By 401k

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	$16.825(7)	10/31/2016		M			7,600	05/01/2010	04/30/2017	Class B Common	7,600	$0	15,118(7)	D
Stock Appreciation Right	$17.755(8)							05/01/2011	04/30/2018	Class B Common	29,294		29,294(8)	D
Stock Appreciation Right	$13.525(9)							05/01/2012	04/30/2019	Class B Common	59,996		59,996(9)	D
Stock Appreciation Right	$19.215(10)							05/01/2013	04/30/2020	Class B Common	50,354		50,354(10)	D
Stock Appreciation Right	$23.2(11)							05/01/2014	04/30/2021	Class B Common	47,884		47,884(11)	D
Stock Appreciation Right	$29.35(12)							05/01/2015	04/30/2022	Class B Common	44,390		44,390(12)	D
Stock Appreciation Right	$36.21(13)							05/01/2016	04/30/2023	Class B Common	33,694		33,694(13)	D
Stock Appreciation Right	$45.985(14)							05/01/2017	04/30/2024	Class B Common	26,444		26,444(14)	D
Stock Appreciation Right	$51.125(15)							05/01/2018	04/30/2025	Class B Common	30,168		30,168(15)	D
Stock Appreciation Right	$49.005(16)							05/01/2019	04/30/2026	Class B Common	44,344		44,344(16)	D

Explanation of Responses:

1. On August 18, 2016, the Class A and Class B common stock of Brown-Forman Corporation split 2-1, resulting in the reporting person's acquisition of 2,983 additonal shares. Total also updated to correct prior reporting error.

2. The closing price of BF-B on October 28, 2016 was used to calculate the withholding obligation.

3. Reflects the acquisition of 10,633 additional shares in the August 2016 stock split and the transfer of 1,216 shares on August 23, 2016, from dividend reinvestment holdings to direct holdings.

4. Number of shares acquired through the issuer's dividend reinvestment plan as of October 6, 2016, including additional shares issued in the August 2016 stock split. Also updated to reflect the transfer of 1,216 shares on August 23, 2016, from dividend reinvestment holdings to direct holdings.

5. Number of shares acquired through the issuer's employee stock purchase program as of October 17, 2016, including additional shares issued in the August 2016 stock split. Total also updated to correct prior reporting error.

6. Number of shares acquired through the issuer's 401(k) plan as of October 31, 2016, including additional shares issued in the August 2016 stock split.

7. These stock appreciation rights were previously reported as covering 11,359 shares at an exercise price of $33.65, but were adjusted to reflect the August 2016 stock split.

8. These stock appreciation rights were previously reported as covering 14,647 shares at an exercise price of $35.51, but were adjusted to reflect the August 2016 stock split.

9. These stock appreciation rights were previously reported as covering 29,998 shares at an exercise price of $27.05, but were adjusted to reflect the August 2016 stock split.

10. These stock appreciation rights were previously reported as covering 25,177 shares at an exercise price of $38.43, but were adjusted to reflect the August 2016 stock split.

11. These stock appreciation rights were previously reported as covering 23,942 shares at an exercise price of $46.40, but were adjusted to reflect the August 2016 stock split.

12. These stock appreciation rights were previously reported as covering 22,195 shares at an exercise price of $58.70, but were adjusted to reflect the August 2016 stock split.

13. These stock appreciation rights were previously reported as covering 16,847 shares at an exercise price of $72.42, but were adjusted to reflect the August 2016 stock split.

14. These stock appreciation rights were previously reported as covering 13,222 shares at an exercise price of $91.97, but were adjusted to reflect the August 2016 stock split.

15. These stock appreciation rights were previously reported as covering 15,084 shares at an exercise price of $102.25, but were adjusted to reflect the August 2016 stock split.

16. These stock appreciation rights were previously reported as covering 22,172 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 Matthew E. Hamel	11/02/2016
	** Signature of Reporting Person	Date
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