Sec Form 4 Filing - Kuczynski Thomas M @ VIAD CORP - 2015-05-04

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Kuczynski Thomas M 2. Issuer Name and Ticker or Trading Symbol VIAD CORP [ VVI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Corp Dev & Strat Officer (Last) (First) (Middle) 1850 N. CENTRAL AVE., SUITE 1900 3. Date of Earliest Transaction (MM/DD/YY) 05/04/2015 (Street) PHOENIX, AZ85004-4565 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 05/04/2015 M 7,148 A $ 16.619 30,297 D Common Stock 05/04/2015 S 7,148 D $ 26.734 23,149 D Common Stock 3,359.0047 I by 401K Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Incentive Stock Option (right to buy) $ 16.619 ( 1 ) 05/04/2015 M 7,148 ( 2 ) 02/24/2020 Common Stock 7,148 $ 0 10,902 ( 1 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Kuczynski Thomas M 1850 N. CENTRAL AVE., SUITE 1900 PHOENIX, AZ85004-4565 Chief Corp Dev & Strat Officer Signatures By: Deborah J. DePaoli For: Thomas M. Kuczynski 05/06/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the mandatory provisions of the 2007 Viad Corp Omnibus Incentive Plan and the reporting person's stock option agreements executed thereunder, the Viad Corp Human Resources Committee approved equitable adjustments to the reporting person's option awards as a result of special dividends paid on November 14, 2013 and February 14, 2014. Under the equitable adjustments, the number of securities underlying the reporting person's outstanding options was increased and the option exercise price for such options was decreased. ( 2 )The 10-year option vested in 3 equal annual installments beginning on February 24, 2011, which was the first anniversary of the grant date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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