WILLIAMS SONOMA INC — Director's Dealing 2013

Sep 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIAMS SONOMA INC (WSM)
CIK: 0000719955
Period of Report: 2013-09-17

Reporting Person: ALBER LAURA (Director, PRESIDENT & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-17	Common Stock	M	100000	$27.72	Acquired	234250	Direct
2013-09-17	Common Stock	F	26822	$57.04	Disposed	207428	Direct
2013-09-17	Common Stock	D	48598	$57.04	Disposed	158830	Direct
2013-09-17	Common Stock	S	24580	$57.508	Disposed	134250	Direct
2013-09-17	Common Stock	G	661	—	Disposed	133589	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-09-17	Stock Appreciation Rights	$27.72	M	100000	Disposed	2020-03-25	Common Stock (100000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12928	Indirect

Footnotes

F1: Reflects the number of shares retained by the issuer to satisfy tax withholding requirements in connection with the reporting person's exercise of a stock-settled stock appreciation right.

F2: Reflects the number of shares retained by the issuer in connection with the reporting person's exercise of a stock-settled stock appreciation right.

F3: Reflects the weighted average price as the shares were sold in multiple transactions. The per share transaction price ranged from $57.10 to $58.03. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F4: 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 September 17, 2013.

F5: These stock settled stock appreciation rights vest in four equal annual installments on each anniversary of the grant date.