UNIVERSAL CORP /VA/ — Director's Dealing 2013

Apr 23, 2013

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: UNIVERSAL CORP /VA/ (UVV)
CIK: 0000102037
Period of Report: 2013-03-31

Reporting Person: SHEEHAN JEREMIAH J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-31	Common Stock - Dividend Reinvestment Plan	I	516	—	Acquired	3343	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Restricted stock and restricted stock units	15091	Direct
Common Stock	7000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options to buy common stock	$43.12	2013-10-28	Common Stock (2000)	2000	Direct
Options to buy common stock	$46.70	2014-08-05	Common Stock (2000)	2000	Direct
Deferred stock units 1 for 1	$		Common Stock (7367)	7367	Direct

Footnotes

F1: 9,650 restricted stock shares were granted for service as a director. Transfer of shares is prohibited and the shares may be forfeited to the Company unless certain specified conditions are met. Also includes 5,100 restricted stock units and 341 dividend equivalent units earned on the restricted stock units. The restricted stock units vest on the third anniversary of the award date, however, payment will be delayed until certain restrictions are met.

F2: acquired 4/1/12 through 3/31/13 in the Dividend Reinvestment Plan.

F3: grant to director of options to buy shares of common stock under the Universal Corporation 2002 Executive Stock Plan.

F4: the deferred stock units are held under the Outside Directors' Deferred Income Plan. Each deferred stock unit will be settled in cash based upon a fixed date payout election or upon death, disability or termination of service, or earlier pursuant to the terms of the Plan.