WINMARK CORP — Director's Dealing 2011

Jul 18, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WINMARK CORP (WINA)
CIK: 0000908315
Period of Report: 2011-07-15

Reporting Person: HEFFES BRETT D (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-07-15	Common Stock	S	300	$43.44	Disposed	47758	Direct
2011-07-15	Common Stock	S	2000	$45.10	Disposed	45758	Direct
2011-07-15	Common Stock	F	2208	$46.51	Disposed	43550	Direct
2011-07-15	Common Stock	M	10270	$10.00	Acquired	53820	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-07-15	Employee Stock Option (right to buy)	$10.	M	10270	Disposed	2012-12-18	common stock (10270)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1300	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$18.25	2013-12-16	common stock (15000)	15000	Direct
Employee Stock Option (right to buy)	$26.05	2014-12-09	Common Stock (15000)	15000	Direct
Employee Stock Option (right to buy)	$20.46	2015-12-13	Common Stock (20000)	20000	Direct
Employee Stock Option (right to buy)	$20.32	2016-12-14	Common Stock (19500)	19500	Direct
Employee Stock Option (right to buy)	$20.96	2017-12-13	common stock (22500)	22500	Direct
Employee Stock Option (right to buy)	$16.52	2018-08-13	Common Stock (11250)	11250	Direct
Employee Stock Option (right to buy)	$12.75	2018-12-11	Common Stock (16000)	16000	Direct
Employee Stock Option (right to buy)	$13.01	2019-06-01	Common Stock (10000)	10000	Direct
Employee Stock Option (right to buy)	$22.15	2019-12-10	Common Stock (10000)	10000	Direct
Employee Stock Option (right to buy)	$31.19	2020-06-01	Common Stock (10000)	10000	Direct
Employee Stock Option (right to buy)	$32.92	2020-12-14	Common Stock (9250)	9250	Direct
Employee Stock Option (right to buy)	$37.76	2021-06-01	Common Stock (9250)	9250	Direct

Footnotes

F1: 25% per year for four years.

F2: 300 shares sold at an average price of $43.44, with a range of $43.43 to $43.46, to cover taxes due on option exercise included on this Form 4

F3: 2,000 shares sold at an average price of $45.10, with a range of $45.00 to $46.00, to cover taxed due on option exercise included on this Form 4

F4: 2,208 shares delivered in payment of exercise price of option exercise included on this Form 4, valued at the closing price of the shares on July 15, 2011 of $46.51