WINMARK CORP — Director's Dealing 2017

Apr 27, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WINMARK CORP (WINA)
CIK: 0000908315
Period of Report: 2017-04-26

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-04-26	Common Stock	M	6186	$20.96	Acquired	8189	Direct
2017-04-26	Common Stock	S	3000	$130.17	Disposed	5189	Direct
2017-04-26	Common Stock	F	990	$130.95	Disposed	52102	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-04-26	Employee Stock Option (right to buy)	$20.96	M	6186	Disposed	2017-12-13	Common Stock (6186)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	500	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$16.52	2018-08-13	Common Stock (8437)	8437	Direct
Employee Stock Option (right to buy)	$12.75	2018-12-11	Common Stock (5786)	5786	Direct
Employee Stock Option (right to buy)	$13.01	2019-06-01	Common Stock (7306)	7306	Direct
Employee Stock Option (right to buy)	$22.15	2019-12-10	Common Stock (7500)	7500	Direct
Employee Stock Option (right to buy)	$31.19	2020-06-01	Common Stock (7113)	7113	Direct
Employee Stock Option (right to buy)	$32.92	2020-12-14	Common Stock (9250)	8581	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
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 (right to buy)	$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: 3,000 shares sold at an average price of $130.17, with a range of $130.00 to $130.50, to cover taxes due on option exercises included on this Form 4.

F3: 990 shares delivered in payment of exercise price of option exercise included on this Form 4, valued at the closing price of the shares on April 26, 2017 of $130.95.