BRINKS CO — Director's Dealing 2018

Jun 14, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BRINKS CO (BCO)
CIK: 0000078890
Period of Report: 2018-06-12

Reporting Person: Marshall McAlister C II (SVP, Gen Counsel & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-06-12	Common Stock	M	29942	$22.57	Acquired	119386	Direct
2018-06-12	Common Stock	S	18163	$79.76	Disposed	101223	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-06-12	Employee Stock Option (Right to Buy)	$22.57	M	29942	Disposed	2018-07-11	Common Stock (29942)	Direct

Footnotes

F1: Reflects the exercise of 29,942 options held since the grant date of July 11, 2012 and due to expire on July 11, 2018. As a result of this transaction, Mr. Marshall owns an additional 11,779 shares of the Company's common stock and received no cash proceeds from the exercise of the options. 18,163 shares were sold at a weighted average market price of $79.76 per share to fund the exercise price, related taxes and fees.

F2: Includes Restricted Stock Units that have not yet vested.

F3: Weighted average of sales prices, which ranged from $79.70 to $80.35. The Reporting Person undertakes to provide upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F4: Includes Restricted Stock Units that have not yet vested as well as 11,779 shares of the Company's common stock acquired as a result of the exercise of 29,942 options, due to expire on July 11, 2018. See Table II and related footnotes.

F5: The options vested in three installments as follows: 9,981 shares on July 11, 2013, 9,981 shares on July 11, 2014, and 9,980 shares on July 11, 2015.

F6: The Reporting Person held options (unvested) for a total of 24,038 shares as of June 12, 2018, following the Reported Transactions.