Sec Form 4 Filing - Pal Rohan @ BRINKS CO - 2021-02-18

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 Pal Rohan 2. Issuer Name and Ticker or Trading Symbol BRINKS CO [ BCO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, Chief Information Officer (Last) (First) (Middle) 555 DIVIDEND DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 02/18/2021 (Street) COPPELL, TX75019 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 02/18/2021 A 3,486 ( 1 ) A $ 0 29,217 ( 2 ) D Common Stock 02/18/2021 A 1,027 ( 3 ) A $ 0 30,244 ( 2 ) D Common Stock 02/20/2021 F 299 ( 4 ) D $ 72.76 29,945 ( 5 ) D Common Stock 02/21/2021 F 265 ( 6 ) D $ 72.76 29,680 ( 7 ) D Common Stock 02/22/2021 F 210 ( 8 ) D $ 76 29,470 ( 9 ) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Pal Rohan 555 DIVIDEND DRIVE COPPELL, TX75019 EVP, Chief Information Officer Signatures /s/Lindsay K. BlackwoodLindsay K. Blackwood, Attorney-in-Fact 02/23/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents internal metric performance share units granted in February 2018, for which the performance and vesting periods ended December 31, 2020, and for which the settlement date was February 18, 2021. ( 2 )Includes 9,705 Restricted Stock Units that have not yet vested and shares that will be withheld to satisfy tax withholding obligations for the reporting person on the date that the market share units and performance share units are paid to the reporting person. The shares withheld will be reported on a subsequent filing. ( 3 )Represents relative total shareholder return performance share units granted in February 2018, for which the performance period ended December 31, 2020, and for which the settlement date was February 18, 2021. ( 4 )The Company withheld shares of common stock to satisfy the tax withholding obligation for the Reporting Person's Restricted Stock Units that vested on February 20, 2021. ( 5 )Includes 9,005 Restricted Stock Units that have not yet vested and shares that will be withheld to satisfy tax withholding obligations for the reporting person on the date that the performance share units are paid to the reporting person. The shares withheld will be reported on a subsequent filing. ( 6 )The Company withheld shares of common stock to satisfy the tax withholding obligation for the Reporting Person's Restricted Stock Units that vested on February 21, 2021. ( 7 )Includes 8,365 Restricted Stock Units that have not yet vested and shares that will be withheld to satisfy tax withholding obligations for the reporting person on the date that the performance share units are paid to the reporting person. The shares withheld will be reported on a subsequent filing. ( 8 )The Company withheld shares of common stock to satisfy the tax withholding obligation for the Reporting Person's Restricted Stock Units that vested on February 22, 2021. ( 9 )Includes 7,789 Restricted Stock Units that have not yet vested and shares that will be withheld to satisfy tax withholding obligations for the reporting person on the date that the performance share units are paid to the reporting person. The shares withheld will be reported on a subsequent filing.

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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