CALERES INC — Director's Dealing 2014

Jun 2, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROWN SHOE CO INC (BWS)
CIK: 0000014707
Period of Report: 2014-05-29

Reporting Person: UPBIN HAL J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-29	Common Stock	M	8350	—	Acquired	13050	Direct
2014-05-29	Common Stock	M	6100	—	Acquired	19150	Direct
2014-05-29	Common Stock	M	6050	—	Acquired	25200	Direct
2014-05-29	Common Stock	M	9425	—	Acquired	34625	Direct
2014-05-29	Common Stock	M	18736.04	—	Acquired	53361.04	Direct
2014-05-29	Common Stock	D	48661.04	$28.72	Disposed	4700	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-29	Restricted Stock Units	$	M	8350	Disposed		Common Stock (8350)	Direct
2014-05-29	Restricted Stock Units	$	M	6100	Disposed		Common Stock (6100)	Direct
2014-05-29	Restricted Stock Units	$	M	6050	Disposed		Common Stock (6050)	Direct
2014-05-29	Restricted Stock Units	$	M	9425	Disposed		Common Stock (9425)	Direct
2014-05-29	Restricted Stock Units	$	M	18736.04	Disposed		Common Stock (18736.04)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive the fair market value of a share of common stock of the Company.

F2: Vesting of each restricted stock unit is contingent upon the Director's continued service as a director of the Company through the next meeting of shareholders. The restricted stock units generally will be settled in cash on the earlier of the date the Director's service as a director terminates or the payment date elected by Director.