WINMARK CORP — Director's Dealing 2013

Jul 22, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WINMARK CORP (WINA)
CIK: 0000908315
Period of Report: 2013-07-19

Reporting Person: HEFFES BRETT D (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-19	Common Stock	M	9806	$13.01	Acquired	109563	Direct
2013-07-19	Common Stock	M	7500	$22.15	Acquired	117063	Direct
2013-07-19	Common Stock	S	11718	$73.52	Disposed	105345	Direct
2013-07-19	Common Stock	S	1932	$74.82	Disposed	103413	Direct
2013-07-19	Common Stock	M	5787	$12.75	Acquired	109200	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-07-19	Employee Stock Option (right to buy)	$12.75	M	5787	Disposed	2018-12-11	Common Stock (5787)	Direct
2013-07-19	Employee Stock Option (right to buy)	$13.01	M	9806	Disposed	2019-06-01	Common Stock (9806)	Direct
2013-07-19	Employee Stock Option (right to buy)	$22.15	M	7500	Disposed	2019-12-10	Common Stock (7500)	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)	$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
Employee Stock Option (right to buy)	$51.17	2022-06-01	Common Stock (9250)	9250	Direct
Employee Stock Option (right to buy)	$55.72	2022-12-13	Common Stock (9250)	9250	Direct
Employee Stock Option (right to buy)	$59.77	2023-06-01	Common Stock (9250)	9250	Direct

Footnotes

F1: 25% per year for four years.

F2: 11,718 shares sold at an average price of $73.52, with a range of $73.20 to $74.02, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.

F3: 1,932 shares sold at an average price of $74.82, with a range of $74.28 to $75.15, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.