CALERES INC — Director's Dealing 2015

Mar 16, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROWN SHOE CO INC (BWS)
CIK: 0000014707
Period of Report: 2015-03-13

Reporting Person: Schmidt John W (Div Pres, Contemporary Fashion)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-13	Common Stock	A	6667	—	Acquired	73974	Direct
2015-03-13	Common Stock	M	9413	—	Acquired	83387	Direct
2015-03-13	Common Stock	F	3880	$30.12	Disposed	79507	Direct
2015-03-13	Common Stock	D	5533	$30.12	Disposed	73974	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-13	Cash-settled performance share units	$	A	9413	Acquired	2015-03-13	Common Stock (9413)	Direct
2015-03-13	Cash-settled performance share units	$	M	9413	Disposed	2015-03-13	Common Stock (9413)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3245	Indirect

Footnotes

F1: Restricted Stock vests 100% after 4 years.

F2: The cash-settled performance share units were deemed to have settled for an equivalent number of shares of Brown Shoe Company Common Stock.

F3: 1 - for - 1

F4: Represents issuance of units pursuant to performance award covering fiscal years 2012, 2013, and 2014, as approved for payment by the Compensation Committee on March 12, 2015.