Sec Form 4 Filing - Sonnier Gerard J @ CST BRANDS, INC. - 2016-12-27

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 Sonnier Gerard J 2. Issuer Name and Ticker or Trading Symbol CST BRANDS, INC. [ CST] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, GC and Secretary (Last) (First) (Middle) 19500 BULVERDE ROAD 3. Date of Earliest Transaction (MM/DD/YY) 12/27/2016 (Street) SAN ANTONIO, TX78259 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, Par Value $0.01 12/27/2016 M 602 A 14,575 D Common Stock, Par Value $0.01 12/27/2016 M 3,436 A 18,011 D Common Stock, Par Value $0.01 12/27/2016 M 5,796 A 23,807 D Common Stock, Par Value $0.01 12/27/2016 M 125 A $ 48.175 ( 2 ) 23,932 D Common Stock, Par Value $0.01 12/27/2016 M 1,189 A $ 48.175 ( 3 ) 25,121 D Common Stock, Par Value $0.01 12/27/2016 M 2,303 A $ 48.175 ( 4 ) 27,424 D Common Stock, Par Value $0.01 12/27/2016 F 4,127 D $ 48.175 23,297 D Common Stock, Par Value $0.01 12/28/2016 S 2,986 D $ 48.2 ( 5 ) 20,311 D Common Stock, Par Value $0.01 12/29/2016 S 3,617 D $ 48.32 16,694 D

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 Restricted Stock Units ( 6 ) 12/27/2016 M 602 11/14/2015( 7 ) ( 7 ) Common Stock 602 $ 0 0 D Restricted Stock Units ( 6 ) 12/27/2016 M 3,436 03/12/2016( 8 ) ( 8 ) Common Stock 3,436 $ 0 0 D Restricted Stock Units ( 6 ) 12/27/2016 M 5,796 03/08/2016( 9 ) ( 9 ) Common Stock 5,796 $ 0 0 D Stock Option (Right to Buy) $ 41.405 12/27/2016 M 14,596 03/12/2016( 10 ) 03/12/2025( 10 ) Common Stock 14,596 $ 0 0 D Stock Option (Right to Buy) $ 38.76 12/27/2016 M 20,307 03/08/2017( 11 ) 03/08/2026( 11 ) Common Stock 20,307 $ 0 0 D Stock Option (Right to Buy) $ 41.54 12/27/2016 M 1,571 11/14/2015( 12 ) 11/14/2024( 12 ) Common Stock 1,571 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sonnier Gerard J 19500 BULVERDE ROAD SAN ANTONIO, TX78259 SVP, GC and Secretary Signatures /s/ Giovanna Rueda as Attorney-in-Fact for Gerard J. Sonnier 12/29/2016 Signature of Reporting Person Date

Explanation of Re sponses:

( 1 )Shares of common stock, par value $0.01 ("Common Stock") of CST Brands, Inc. (the "Issuer") acquired upon vesting of restricted stock units. ( 2 )Net shares of Common Stock received after the exercise and swap of 1,571 stock options of the Issuer (including shares swapped to cover option costs and tax withholding). ( 3 )Net shares of Common Stock received after the exercise and swap of 14,596 stock options of the Issuer (including shares swapped to cover option costs and tax withholding). ( 4 )Net shares of Common Stock received after the exercise and swap of 20,307 stock options of the Issuer (including shares swapped to cover option costs and tax withholding). ( 5 )These shares were sold in multiple transactions on December 28, 2016 at the same price of $48.20. ( 6 )Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. ( 7 )On November 14, 2014, the reporting person was granted 1,806 restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. The last tranche was vested on 12/27/2016 with the authorization of the Compensation Committee of the Board of Directors of the Issuer. ( 8 )On March 12, 2015, the reporting person was granted 5,154 restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. The last two tranches were vested on 12/27/2016 with the authorization of the Compensation Committee of the Board of Directors of the Issuer. ( 9 )On March 8, 2016, the reporting person was granted 5,796 restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. However, the three tranches were vested on 12/27/2016 with the authorization of the Compensation Committee of the Board of Directors of the Issuer. ( 10 )On March 12, 2015, the reporting person was granted stock options that vest in three equal annual installments beginning on the first anniversary of the grant date. The last two tranches were vested on 12/27/2016 with the authorization of the Compensation Committee of the Board of Directors of the Issuer. ( 11 )On March 8, 2016, the reporting person was granted stock options that vest in three equal annual installments beginning on the first anniversary of the grant date. However, the three tranches were vested on 12/27/2016 with the authorization of the Compensation Committee of the Board of Directors of the Issuer. ( 12 )On November 14, 2014, the reporting person was granted stock options that vest in three equal annual installments beginning on the first anniversary of the grant date. However, the last tranche was vested on 12/27/2016 with the authorization of the Compensation Committee of the Board of Directors of the Issuer.

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