WINMARK CORP — Director's Dealing 2012

Feb 6, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WINMARK CORP (WINA)
CIK: 0000908315
Period of Report: 2012-02-02

Reporting Person: WILSON MARK L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-02	Common Stock	M	2000	$20.32	Acquired	37000	Direct
2012-02-02	Common Stock	M	1600	$20.96	Acquired	38600	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-02	Non-Employee Director Stock Option (right to buy)	$20.32	M	2000	Disposed	2012-12-14	Common Stock (2000)	Direct
2012-02-02	Non-Employee Director Stock Option (right to buy)	$20.96	M	1600	Disposed	2013-12-13	Common Stock (2000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Employee Director Stock Option (right to buy)	$12.75	2018-12-11	Common Stock (2000)	2000	Direct
Non-Employee Director Stock Option (right to buy)	$13.01	2019-06-01	Common Stock (1000)	1000	Direct
Nonemployee Director Stock Option (right to buy)	$22.15	2019-12-10	Common Stock (1000)	1000	Direct
Non-Employee Director Stock Option (right to buy)	$31.19	2020-06-01	Common Stock (1000)	1000	Direct
Non-Employee Director Stock Option (right to buy)	$32.92	2020-12-14	Common Stock (1000)	1000	Direct
Non-Employee Director Stock Option (right to buy)	$37.76	2021-06-01	Common Stock (1000)	1000	Direct
Nonemployee Director Stock Option (right to buy)	$53.34	2021-12-08	Common Stock (1000)	1000	Direct

Footnotes

F1: 20% per year for five years.

F2: 25% per year for four years.