NATIONAL BEVERAGE CORP — Director's Dealing 2012

Apr 25, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NATIONAL BEVERAGE CORP (FIZZ)
CIK: 0000069891
Period of Report: 2012-04-23

Reporting Person: HATHORN SAMUEL C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-23	COMMON STOCK	X	7200	$0.01	Acquired	121200	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-23	KEEP STOCK OPTION	$0.01	X	7200	Disposed	2014-05-03	COMMON STOCK (7200)	Direct

Footnotes

F1: Under the Company's Key Employee Equity Partnership Program ("KEEP"), participants receive a grant equal to 50% of the number of shares of the Company's common stock purchased on the open market. KEEP options are granted at an initial exercise price of 60% of the purchase price of the shares acquired and such price is reduced to the par value of the Company's common stock over a six year vesting period. Reference is made to Exhibit 10.11 of the Company's Form 10-K for the year ended April 30, 2011.