Sec Form 4 Filing - CONNOLLY PAT @ WILLIAMS SONOMA INC - 2016-04-26

Insider filing report for Changes in Beneficial Ownership
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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
CONNOLLY PAT
2. Issuer Name and Ticker or Trading Symbol
WILLIAMS SONOMA INC [ WSM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP
(Last) (First) (Middle)
3250 VAN NESS AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
04/26/2016
(Street)
SAN FRANCISCO, CA94109
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 04/26/2016 M 5,205 A $ 0 483,630 D
Common Stock 04/26/2016 F 2,716 ( 1 ) D $ 58.7 480,914 D
Common Stock 40,229 I By Managed Account ( 2 )
Common Stock 225,000 I By LLC
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 ( 3 ) 04/26/2016 M 5,205 ( 4 ) ( 5 ) Common Stock 5,205 $ 0 5,206 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CONNOLLY PAT
3250 VAN NESS AVENUE
SAN FRANCISCO, CA94109
X EVP
Signatures
/s/ Phil Louridas, Attorney-in-Fact for Patrick J. Connolly 04/27/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the number of shares withheld upon vesting of restricted stock units to cover tax withholding obligations.
( 2 )Represents the number of shares held by the reporting person in the Williams-Sonoma, Inc. Stock Fund under the Williams-Sonoma, Inc. 401(k) Plan, based on a statement dated April 26, 2016.
( 3 )Each restricted stock unit represents a contingent right to receive one share of WSM common stock.
( 4 )The restricted stock units vest in four equal installments on each anniversary of the grant date in 2014, 2015, 2016 and 2017. Vesting of these units is subject to a performance metric.
( 5 )The restricted stock units are cancelled upon vesting and delivery of shares of WSM common stock.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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