WINMARK CORP — Director's Dealing 2012

Jan 30, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WINMARK CORP (WINA)
CIK: 0000908315
Period of Report: 2012-01-27

Reporting Person: Zola Steven C (Director, President, Winmark Capital)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-27	Common Stock	M	18423	$20.46	Acquired	20426	Direct
2012-01-27	Common Stock	M	4814	$20.96	Acquired	25240	Direct
2012-01-27	Common Stock	M	6214	$12.75	Acquired	31454	Direct
2012-01-27	Common Stock	F	8069	$69.02	Disposed	8442	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-27	Employee Stock Option (right to buy)	$20.46	M	18423	Disposed	2015-12-13	Common Stock (18875)	Direct
2012-01-27	Employee Stock Option (right to buy)	$20.96	M	4814	Disposed	2017-12-13	Common Stock (22500)	Direct
2012-01-27	Employee Stock Option (right to buy)	$12.75	M	6214	Disposed	2018-12-11	Common Stock (16000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	500	Indirect
Common Stock	500	Indirect
Common Stock	500	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$25.99	2015-01-13	Common Stock (1000)	1000	Direct
Employee Stock Option (right to buy)	$20.32	2016-12-14	Common Stock (14625)	14625	Direct
Employee Stock Option (right to buy)	$16.52	2018-08-13	Common Stock (11250)	11250	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
Employee Stock Option (right to buy)	$53.34	2021-12-08	Common Stock (9250)	9250	Direct

Footnotes

F1: 20% per year for 5 years

F2: 25% per year for 4 years

F3: 8,069 shares delivered in payment of exercise price of option exercises included on this Form 4, valued at the closing price of the shares on January 27, 2012 of $69.02.