BROWN FORMAN CORP — Director's Dealing 2013

Apr 2, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROWN FORMAN CORP (BFA, BFB)
CIK: 0000014693
Period of Report: 2013-04-01

Reporting Person: Brown George Garvin IV (Director, Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-11	Class A Common	G	820	—	Disposed	231330	Direct
2012-12-27	Class A Common	G	2240	—	Disposed	229090	Direct
2013-04-01	Class A Common	J	49090	$73.60	Disposed	180000	Direct
2012-12-27	Class A Common	G	2240	—	Acquired	4146	Indirect
2013-04-01	Class A Common	J	44000	$73.60	Acquired	44000	Indirect
2013-04-01	Class A Common	J	5090	$73.60	Acquired	5090	Indirect
2013-04-01	Class B Common	J	17418	$73.60	Disposed	221053	Direct
2013-04-01	Class B Common	M	1880	$18.94	Acquired	1880	Direct
2013-04-01	Class B Common	J	17418	$73.60	Acquired	17418	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-04-01	Non-Qualified Stock Option (right to buy)	$18.94	M	1880	Disposed	2013-04-30	Class B Common (1880)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common	603232	Indirect
Class A Common	3963535	Indirect
Class A Common	529554	Indirect
Class A Common	5128	Indirect
Class A Common	21	Indirect
Class B Common	28843	Indirect
Class B Common	540883	Indirect
Class B Common	78300	Indirect
Class B Common	2269	Indirect
Class B Common	11401.180	Indirect
Class B Common	2746	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$22.49	2014-04-30	Class B Common (3089)	3089	Direct
Stock Appreciation Right	$28.58	2015-04-30	Class B Common (1068)	1068	Direct
Stock Appreciation Right	$34.95	2016-04-30	Class B Common (1467)	1467	Direct
Stock Appreciation Right	$33.76	2017-04-30	Class B Common (1679)	1679	Direct
Stock Appreciation Right	$35.51	2018-04-30	Class B Common (1542)	1542	Direct
Stock Appreciation Right	$27.05	2019-04-30	Class B Common (4714)	4714	Direct
Restricted Stock Unit	$		Class B Common (882)	882	Direct
Restricted Stock Unit	$		Class B Common (3312)	3312	Direct
Deferred Stock Unit	$		Class B Common (3124)	3124	Direct

Footnotes

F1: On August 10, 2012, the Class A and Class B common stock of Brown-Forman Corporation split 3-2, resulting in the reporting person's acquisition of 60,000 additional shares of Class A common stock. Also reflects acquisition of 52,150 shares resulting from the termination of the Trust u/a FBO Geo. Garvin Brown IV, a revocable trust.

F2: Includes 201,077 additional Class A shares of common stock issued in the August stock split

F3: Includes 1,321,178 additional Class A shares of common stock issued in the August stock split

F4: Includes 176,518 additional Class A shares of common stock issued in the August stock split

F5: Includes 1,709 additional Class A shares of common stock issued in the August stock split

F6: Includes 635 additional Class A shares of common stock issued in the August stock split

F7: Includes 7 additional Class A shares of common stock issued in the August stock split

F8: Includes 74,094 additional Class B shares of common stock issued in the August stock split. Also reflects acquisition of 16,188 shares resulting from the termination of the Trust u/a FBO Geo. Garvin Brown IV, a revocable trust.

F9: Includes 9,614 additional Class B shares of common stock issued in the August stock split

F10: Includes 180,294 additional Class B shares of common stock issued in the August stock split

F11: Includes 26,100 additional Class B shares of common stock issued in the August stock split

F12: Includes 756 additional Class B shares of common stock issued in the August stock split

F13: Number of shares the reporting person has acquired under the Brown-Forman 401(k) plan as of March 31, 2013

F14: Includes 915 additional Class B shares of common stock issued in the August stock split

F15: All outstanding derivative security amounts and exercise prices were adjusted to reflect the Issuer's August stock split and again on December 27, 2012, the record date for the Issuer's December 12, 2012 special cash dividend.

F16: Represents transfer of stock to the undersigned's GRAT in exchange for cash held by the GRAT.

F17: Each restricted stock unit represents a contingent right to receive one share of Brown-Forman Class B common stock.

F18: Under the Brown-Forman Corporation Non-Employee Director Deferred Stock Unit Program each DSU represents the right to receive one share of the Company's Class B common stock.

F19: The restricted stock units vest April 30, 2014.

F20: The restricted stock units vest April 30, 2015.

F21: Annual grants of DSUs vest over the course of the Board year. DSUs are paid out in class B common stock on the first February 1 that is at least six months following the Director's termination from Board service.