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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol MONRO MUFFLER BRAKE INC [ MNRO ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 08/27/2015 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| HOLDING | 115,807 | D | ||||||||
| Common Stock | 10/27/2015 | 10/27/2015 | G | 3,000 | D | $75.57 | 112,807 | D | ||
| Common Stock | 10/28/2015 | 10/28/2015 | M | 150,000 | A | $33.62 | 262,807 | D | ||
| Common Stock | 10/28/2015 | 10/28/2015 | J(1) | 102,000 | D | $75.99 | 160,807 | D | ||
| Common Stock | 10/28/2015 | 10/28/2015 | S | 26,711(2)(3) | D | $76.0044 | 134,096 | D | ||
| Common Stock | 10/29/2015 | 10/29/2015 | S | 1,289(3) | D | $76.0113 | 132,807 | D | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Common Stock | $33.62 | 10/28/2015 | 10/28/2015 | M | 37,500 | 01/03/2012 | 01/03/2016 | COMMON STOCK | 37,500 | $33.62 | 0 | D | |||
| Common Stock | $33.62 | 10/28/2015 | 10/28/2015 | M | 37,500 | 01/03/2013 | 01/03/2016 | COMMON STOCK | 37,500 | $33.62 | 0 | D | |||
| Common Stock | $33.62 | 10/28/2015 | 10/28/2015 | M | 37,500 | 01/03/2014 | 01/03/2016 | COMMON STOCK | 37,500 | $33.62 | 0 | D | |||
| Common Stock | $33.62 | 10/28/2015 | 10/28/2015 | M | 37,500 | 01/03/2015 | 01/03/2016 | COMMON STOCK | 37,500 | $33.62 | 0 | D | |||
| Explanation of Responses: |
| 1. As permitted pursuant to the terms of the 2007 Incentive Stock Plan, the reporting person delivered these securities to the Issuer in order to pay for the exercise of options reported on Tables I and II and certain personal tax obligations related to such exercise. The securities were valued at the closing price of the Issuer's stock on October 28, 2015, the date on which the reporting person exercised the options and surrendered the shares. |
| 2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.00 to $76.049, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request. |
| 3. The reporting person has completed all intended sales of the Issuer's stock as disclosed on his Form 144 dated October 28, 2015, which were undertaken for personal tax planning and diversification purposes. |
| Remarks: |
| /s/ Maureen E. Mullholland as POA for Robert G. Gross | 10/29/2015 | |
| ** 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. | ||