WINMARK CORP — Director's Dealing 2014

Mar 18, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WINMARK CORP (WINA)
CIK: 0000908315
Period of Report: 2014-03-14

Reporting Person: Goff Leah A (VP of Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-14	Common Stock	M	1250	$16.52	Acquired	4300	Direct
2014-03-14	Common Stock	M	1195	$12.75	Acquired	5495	Direct
2014-03-14	Common Stock	S	1595	$77.53	Disposed	3900	Direct
2014-03-17	Common Stock	M	55	$12.75	Acquired	3955	Direct
2014-03-17	Common Stock	M	1250	$13.01	Acquired	5205	Direct
2014-03-17	Common Stock	M	1750	$22.15	Acquired	6955	Direct
2014-03-17	Common Stock	S	1305	$77.51	Disposed	5650	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-14	Employee Stock Option (right to buy)	$16.52	M	1250	Disposed	2018-08-13	Common Stock (1250)	Direct
2014-03-14	Employee Stock Option (right to buy)	$12.75	M	1250	Disposed	2018-12-11	Common Stock (1250)	Direct
2014-03-17	Employee Stock Option (right to buy)	$13.01	M	1250	Disposed	2019-06-01	Common Stock (1250)	Direct
2014-03-17	Employee Stock Option (right to buy)	$22.15	M	1750	Disposed	2019-12-10	Common Stock (1750)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$31.19	2020-06-01	Common Stock (1250)	1250	Direct
Employee Stock Option (right to buy)	$32.92	2020-12-14	Common Stock (1250)	1250	Direct
Employee Stock Option (right to buy)	$37.76	2021-06-01	Common Stock (1250)	1250	Direct
Employee Stock Option (right to buy)	$53.34	2021-12-08	Common Stock (1250)	1250	Direct
Employee Stock Option (right to buy)	$51.17	2022-06-01	Common Stock (1250)	1250	Direct
Employee Stock Option (right to buy)	$55.72	2022-12-13	Common Stock (1250)	1250	Direct
Employee Stock Option (right to buy)	$59.77	2023-06-01	Common Stock (1250)	1250	Direct
Employee Stock Option (right to buy)	$82.72	2023-12-16	Common Stock (1250)	1250	Direct

Footnotes

F1: 25% per year for four years

F2: 1195 option shares exercised 3/14/14, 55 option shares exercised 3/17/14 as indicated on Table 1

F3: 1595 shares sold at an average price of $77.53 with a range of $77.30 to $77.82 to cover payment of exercise price of and taxes due on option exercises included on this Form 4.

F4: 1305 shares sold at an average price of $77.51 with a range of $77.14 to $77.67 to cover payment of exercise price of and taxes due on option exercised included on this Form 4.