UNIVERSAL CORP /VA/ — Director's Dealing 2015

Jun 2, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNIVERSAL CORP /VA/ (UVV)
CIK: 0000102037
Period of Report: 2015-06-01

Reporting Person: FREEMAN GEORGE C III (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-01	Common Stock	G	200	—	Disposed	218053	Direct
2015-06-01	Common Stock	G	200	—	Disposed	217853	Direct
2015-06-01	Common Stock	G	200	—	Disposed	217653	Direct
2015-06-01	Common Stock	G	1000	—	Disposed	216653	Direct
2015-06-01	Common Stock	G	200	—	Acquired	200	Indirect
2015-06-01	Common Stock	G	200	—	Acquired	200	Indirect
2015-06-01	Common Stock	G	200	—	Acquired	200	Indirect

Footnotes

F1: This transaction involved a gift of securities by the reporting person to his oldest daughter, who shares reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed as an admission that the reporting person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.

F2: This transaction involved a gift of securities by the reporting person to his youngest daughter, who shares reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed as an admission that the reporting person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.

F3: Transfer to reporting person as custodian for son under Uniform Gifts to Minors Act. The reporting person disclaims beneficial ownership of these shares, and this report should not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.

F4: Includes 106,613 restricted stock units and 15,314 dividend units on the restricted stock units. The restricted stock units and the dividend units vest on the fifth anniversary of the award date, however, payment will be delayed until termination of service if the individual is a covered employee under Code Section 162(m) on the date of vesting.