WILLIAMS SONOMA INC — Director's Dealing 2013

Nov 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIAMS SONOMA INC (WSM)
CIK: 0000719955
Period of Report: 2013-11-09

Reporting Person: King David Randolph (SVP GENERAL COUNSEL)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-09	Common Stock	M	2850	—	Acquired	6754	Direct
2013-11-09	Common Stock	F	1072	$53.94	Disposed	5682	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-09	Restricted Stock Units	$	M	2850	Disposed		Common Stock (2850)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	183	Indirect

Footnotes

F1: Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.

F2: Represents the number of shares held by the reporting person in the Williams-Sonoma, Inc. Stock Fund under the Williams-Sonoma, Inc. 401(k) Plan, based on a statement dated November 9, 2013.

F3: Each restricted stock unit represents a contingent right to receive one share of WSM common stock.

F4: The restricted stock units vest in two equal installments on November 9, 2013 and November 9, 2015. Dividend equivalent payments are accrued and paid upon vesting of these shares.

F5: The restricted stock units are cancelled upon vesting and delivery of shares of WSM common stock.