UNIVERSAL CORP /VA/ — Director's Dealing 2012

Aug 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNIVERSAL CORP /VA/ (UVV)
CIK: 0000102037
Period of Report: 2012-08-20

Reporting Person: Paul Ray M Jr (Subsidiary Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-20	Common Stock	M	5268	$35.30	Acquired	48978	Direct
2012-08-20	Common Stock	M	6000	$39.71	Acquired	54978	Direct
2012-08-20	Common Stock	M	3733	$37.86	Acquired	58711	Direct
2012-08-20	Common Stock	D	12787	$48.21	Disposed	45924	Direct
2012-08-21	Common Stock	S	10000	$48.32	Disposed	35924	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-20	Stock Appreciation Rights	$35.30	M	5268	Disposed	2019-05-27	Common Stock (5268)	Direct
2012-08-20	Stock Appreciation Rights	$39.71	M	6000	Disposed	2020-06-08	Common Stock (6000)	Direct
2012-08-20	Stock Appreciation Rights	$37.86	M	3733	Disposed	2021-06-07	Common Stock (3733)	Direct

Footnotes

F1: The sale price reflected is a weighted average. The price range for transactions reported on this line is from $48.23 to $48.47. Full information regarding the number of shares sold at each separate price will be provided upon request by the Commission Staff, the Company, or a security holder of the Company.

F2: includes 14,850 restricted stock units and 1,426 dividend units on the restricted stock. The restricted stock units vest of the fifth anniversary of the award date, however, payment will be delayed until termination if the individual is a covered employee under Section 162(m) on the date of vesting.

F3: after a 12 month period of the grant date, 1/3 of total shares are exercisable for each anniversary date after that for 3 such periods.