WINA insider: COO exercises options and reports open market sales

Rhea-AI Filing Summary

Winmark (WINA) reported insider activity by its Chief Operating Officer. On 10/22/2025, the COO exercised 2,500 stock options at an exercise price of $90.99 (transaction code M). On 10/24/2025, the COO sold 100 shares at $435.62 and 1,100 shares at $415.43 (transaction code S). Following these transactions, the officer beneficially owned 18,860 shares directly. The exercised options originated from a grant dated 12/14/2016 with an expiration of 12/14/2025 and vesting noted as 25% per year for four years.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gaudette Renae M.

(Last) (First) (Middle)

605 HIGHWAY 169 N. SUITE 400

(Street)

MINNEAPOLIS MN 55441

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WINMARK CORP [ WINA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF OPERATING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
10/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	10/22/2025		M		2,500	A	$90.99	20,060	D
Common Stock	10/24/2025		S		100	D	$435.62	19,960	D
Common Stock	10/24/2025		S		1,100	D	$415.43	18,860	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Employee Stock Option (right to buy)	$90.99	10/22/2025		M			2,500	12/14/2016(1)	12/14/2025	Common Stock	2,500	$90.99	0	D
Employee Stock Option (right to buy)	$98.25							06/01/2017(1)	06/01/2026	Common Stock	2,500		2,500	D
Employee Stock Option (right to buy)	$125.5							12/12/2017(1)	12/12/2026	Common Stock	2,500		2,500	D
Employee Stock Option (right to buy)	$122.5							06/01/2018(1)	06/01/2027	Common Stock	2,500		2,500	D
Employee Stock Option (right to buy)	$134.25							12/11/2018(1)	12/11/2027	Common Stock	2,500		2,500	D
Employee Stock Option (right to buy)	$143.2							06/01/2019(1)	06/01/2028	Common Stock	3,000		3,000	D
Employee Stock Option (right to buy)	$156							12/11/2019(1)	12/11/2028	Common Stock	3,000		3,000	D
Employee Stock Option (right to buy)	$164.84							06/01/2020(1)	06/01/2029	Common Stock	3,000		3,000	D
Employee Stock Option (right to buy)	$176.2							12/16/2020(1)	12/16/2029	Common Stock	3,000		3,000	D
Employee Stock Option (right to buy)	$143.87							06/01/2021(1)	06/01/2030	Common Stock	3,500		3,500	D
Employee Stock Option (right to buy)	$183.87							12/14/2021(1)	12/14/2030	Common Stock	3,500		3,500	D
Employee Stock Option (right to buy)	$195.82							06/01/2022(1)	06/01/2031	Common Stock	3,500		3,500	D
Employee Stock Option (right to buy)	$261.32							12/13/2022(1)	12/13/2031	Common Stock	3,500		3,500	D
Employee Stock Option (right to buy)	$197.8							06/01/2023(1)	06/01/2032	Common Stock	4,480		4,480	D
Employee Stock Options (Right to Buy)	$238.6							12/12/2023(1)	12/12/2032	Common Stock	2,520		2,520	D
Employee Stock Option (right to buy)	$325.99							06/01/2024(1)	06/01/2033	Common Stock	2,000		2,000	D
Employee Stock Option (right to buy)	$355.9							06/01/2025(1)	06/01/2034	Common Stock	1,740		1,740	D
Employee Stock Option (right to buy)	$400.97							12/09/2025(1)	12/09/2034	Common Stock	1,580		1,580	D
Employee Stock Option (right to buy)	$424.82							06/01/2026(1)	06/01/2035	Common Stock	1,448		1,448	D

Explanation of Responses:

1. 25% per year for four years.

	/s/ Renae M Gaudette	10/24/2025
	** Signature of Reporting Person	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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did WINA report?

The COO exercised 2,500 options at $90.99 on 10/22/2025 and sold 100 shares at $435.62 and 1,100 shares at $415.43 on 10/24/2025.

How many WINA shares does the COO own after these trades?

Beneficial ownership after the reported transactions is 18,860 shares, held directly.

What option grant was exercised by the WINA COO?

An employee stock option granted on 12/14/2016, expiring 12/14/2025, with a strike price of $90.99, covering 2,500 shares.

What roles does the reporting person hold at WINA?

The reporting person is an Officer, serving as Chief Operating Officer.

What were the Form 4 transaction codes for WINA?

Code M for the option exercise and code S for the open market sales.

Were multiple sale prices reported for WINA shares?

Yes. Reported sales were $435.62 for 100 shares and $415.43 for 1,100 shares on 10/24/2025.