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Churchill Downs Inc Director's Dealing 2016

Jul 5, 2016

30832_dirs_2016-07-05_b0e2f3f1-b154-424b-9bf3-15802dd70a36.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHURCHILL DOWNS Inc (CHDN)
CIK: 0000020212
Period of Report: 2016-07-01

Reporting Person: DUCHOSSOIS CRAIG J (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-07-01 Common Stock A 146.0592 $0.0000 Acquired 15140.7505 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2000000.0000 Indirect
Common Stock 17646.0000 Indirect
Common Stock 137141.0000 Indirect
Common Stock 3373.0000 Indirect

Footnotes

F1: Phantom share units awarded in connection with the election to defer compensation. Each phantom share unit is the economic equivalent of one share of common stock. The shares of common stock are transferred upon the reporting person's completion of service as a director.

F2: The closing price of CHDN common stock on June 30, 2016 was used to determine the number of phantom shares awarded.

F3: The holding is comprised of restricted stock units granted for service as a director, phantom stock units granted in connection with a deferred compensation elections and dividends awarded for such units. The equivalent shares of common stock related to these units will be transferred upon the reporting person's completion of service as a director. Due to an inadvertent exclusion the total holdings have been adjusted to include .02 restricted stock units and 2.80 restricted stock units awarded in connection with 1/6/16 and 1/7/15 dividend payments, respectively, which were not included in the reporting person's prior filing.

F4: The Duchossois Group, Inc. transferred its shares to its wholly owned subsidiary, CDI Holdings, LLC in 2016.

F5: Richard L. Duchossois and Craig J. Duchossois, by virtue of their relationship with Spring Creek Investors II, LLC may be deemed to beneficially own the shares of CHDN.

F6: Richard L. Duchossois and Craig J. Duchossois, by virtue of their relationship with The Chamberlain Group, Inc. and The Duchossois Group, Inc., may be deemed to beneficially own the shares of CHDN that are held by The Chamberlain Group, Inc.