WINMARK CORP — Director's Dealing 2017

May 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WINMARK CORP (WINA)
CIK: 0000908315
Period of Report: 2017-05-01

Reporting Person: MURPHY STEVEN (President of Franchising)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-01	Common Stock	M	4000	$31.19	Acquired	4000	Direct
2017-05-01	Common Stock	M	7056	$32.92	Acquired	11056	Direct
2017-05-01	Common Stock	M	944	$37.76	Acquired	12000	Direct
2017-05-01	Common Stock	S	9000	$129.18	Disposed	3000	Direct
2017-05-02	Common Stock	M	2194	$32.92	Acquired	5194	Direct
2017-05-02	Common Stock	M	1806	$37.76	Acquired	7000	Direct
2017-05-02	Common Stock	S	3000	$130.00	Disposed	4000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-01	Employee Stock Option (right to buy)	$31.19	M	4000	Disposed	2020-06-01	Common Stock (10000)	Direct
2017-05-01	Employee Stock Option (right to buy)	$32.92	M	9250	Disposed	2020-12-14	Common Stock (9250)	Direct
2017-05-01	Employee Stock Option (right to buy)	$37.76	M	2750	Disposed	2021-06-01	Common Stock (9250)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	88952	Indirect
Common Stock	350	Indirect
Common Stock	350	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$22.15	2019-12-10	Common Stock (2000)	2000	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
Employee Stock Option (right to buy)	$82.72	2023-12-16	Common Stock (9250)	9250	Direct
Employee Stock Option (right to buy)	$66.29	2024-06-01	Common Stock (8500)	8500	Direct
Employee Stock Option (right to buy)	$80.32	2024-12-15	Common Stock (8500)	8500	Direct
Employee Stock Option (right to buy)	$91.93	2025-06-01	Common Stock (6800)	6800	Direct
Employee Stock Option (right to buy)	$90.99	2025-12-14	Common Stock (6800)	6800	Direct
Employee Stock Option	$98.25	2026-06-01	Common Stock (5000)	5000	Direct
Employee Stock Option (right to buy)	$125.50	2026-12-12	Common Stock (5000)	5000	Direct

Footnotes

F1: 25% per year for 4 years

F2: 9,000 shares sold at an average price of $129.18, with a range of $129.00 to $130.00, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.

F3: 3,000 shares sold at an average price of $130.00, with a range of $130.00 to $130.63, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.

F4: 7,056 option shares exercised 5/1/2017 and 2,194 option shares exercised 5/2/2017 as indicated in Table 1.

F5: 944 option shares exercised 5/1/2017 and 1,806 option shares exercised 5/2/2017 as indicated in Table 1.