Sec Form 4 Filing - D AMICO CATHERINE @ MONRO MUFFLER BRAKE INC - 2016-11-16

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
D AMICO CATHERINE
2. Issuer Name and Ticker or Trading Symbol
MONRO MUFFLER BRAKE INC [ MNRO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
200 HOLLEDER PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
11/16/2016
(Street)
ROCHESTER,, NY14615
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
HOLDINGS 189,523 D
Common Stock 11/16/2016 F 11,160 ( 1 ) D $ 58.05 178,363 D
Common Stock 11/16/2016 M 11,250 A $ 15.39 189,613 D
Common Stock 11/16/2016 M 9,000 A $ 18.05 198,613 D
Common Stock 11/16/2016 M 8,000 A $ 39.03 206,613 D
Common Stock 11/16/2016 F 8,813 ( 2 ) D $ 58.05 197,800 ( 3 ) D
Common Stock 11/16/2016 S 600 D $ 58.5 197,200 D
Common Stock 11/17/2016 G 1,750 D $ 57.95 195,450 D
Common Stock 11/18/2016 S 8,450 D $ 58 187,000 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
Options (Right to buy) $ 15.39 11/16/2016 M 2,812 05/17/2008 05/16/2017 Common Stock 2,812 $ 0 8,438 D
Options (Right to buy) $ 15.39 11/16/2016 M 2,813 05/17/2009 05/16/2017 Common Stock 2,813 $ 0 5,625 D
Options (Right to buy) $ 15.39 11/16/2016 M 2,812 05/17/2010 05/16/2017 Common Stock 2,812 $ 0 2,813 D
Options (Right to buy) $ 15.39 11/16/2016 M 2,813 05/17/2011 05/16/2017 Common Stock 2,813 $ 0 0 D
Options (Right to buy) $ 18.05 11/16/2016 M 2,250 05/20/2010 05/19/2019 Common Stock 2,250 $ 0 6,750 D
Options (Right to buy) $ 18.05 11/16/2016 M 2,250 05/20/2011 05/19/2019 Common Stock 2,250 $ 0 4,500 D
Options (Right to buy) $ 18.05 11/16/2016 M 2,250 05/20/2012 05/19/2019 Common Stock 2,250 $ 0 2,250 D
Options (Right to buy) $ 18.05 11/16/2016 M 2,250 05/20/2013 05/19/2019 Common Stock 2,250 $ 0 0 D
Options (Right to buy) $ 39.03 11/16/2016 M 2,000 05/15/2013 05/14/2018 Common Stock 2,000 $ 0 6,000 D
Options (Right to buy) $ 39.03 11/16/2016 M 2,000 05/15/2014 05/14/2018 Common Stock 2,000 $ 0 4,000 D
Options (Right to buy) $ 39.03 11/16/2016 M 2,000 05/15/2015 05/14/2018 Common Stock 2,000 $ 0 2,000 D
Options (Right to buy) $ 39.03 11/16/2016 M 2,000 05/15/2016 05/14/2018 Common Stock 2,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
D AMICO CATHERINE
200 HOLLEDER PARKWAY
ROCHESTER,, NY14615
Chief Executive Officer
Signatures
/s/ Catherine D'Amico 11/18/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As permitted pursuant to the terms of the 1998 Employee Incentive Stock Option Plan and the 2007 Stock Option Plan, the reporting person utilized her ownership of existing shares in order to exercise options to purchase 28,250 non-qualified stock options, which option exercises are being reported on Tables I and II. The shares were valued at the closing price, respectively, for the Issuer's stock on November 16, 2016, the dates on which the reporting person exercised the options.
( 2 )As permitted pursuant to the terms of the 1998 Employee Incentive Stock Option Plan and the 2007 Stock Option Plan, the reporting person satisfied any requisite taxes incurred as a result of the option exercises being reported on Tables I and II of this Form 4 by the Issuer withholding shares otherwise deliverable from the exercise of the options.
( 3 )The reporting person's holdings of Monro stock increased by 8,277 shares as a result of these transactions, which were completed for purposes of estate and tax planning.

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