Director Percy C. Tomlinson Jr. exercises 1,660 Winmark Corp (WINA) shares

Rhea-AI Filing Summary

Winmark Corp director Percy C. Tomlinson Jr. reported exercising non-employee stock options to acquire additional common shares. On February 26, 2026, he exercised options for 1,600 shares at $242.58 per share and 60 shares at $197.80 per share.

These option exercises resulted in corresponding acquisitions of Winmark common stock, leaving him with 2,460 common shares held directly after the transactions.

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

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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^*

Tomlinson Percy C Jr

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		M		1,600	A	$242.58	2,400	D
Common Stock	02/26/2026		M		60	A	$197.8	2,460	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
Non-Employee Stock Option (right to buy)	$242.58	02/26/2026		M			1,600	12/14/2022(1)	12/14/2031	Common Stock	7,000	$242.58	5,400	D
Non-Employee Stock Option (right to buy)	$197.8	02/26/2026		M			60	06/01/2023(1)	06/01/2032	Common Stock	280	$197.8	220	D
Non-Employee Stock Option (right to buy)	$238.6							12/12/2023(1)	12/12/2032	Common Stock	620		620	D
Non-Employee Stock Option (right to buy)	$325.99							06/01/2024(1)	06/01/2033	Common Stock	380		380	D
Non-Employee Stock Option (right to buy)	$446.68							12/11/2024(1)	12/11/2033	Common Stock	240		240	D
Non-Employee Stock Option (right to buy)	$355.9							06/01/2025(1)	06/01/2034	Common Stock	300		300	D
Non-Employee Stock Option (right to buy)	$400.97							12/09/2025(1)	12/09/2034	Common Stock	300		300	D
Non-Employee Stock Option (right to buy)	$424.82							06/01/2026(1)	06/01/2035	Common Stock	280		280	D
Non-Employee Stock Option (right to buy)	$444.54							12/15/2026(1)	12/15/2035	Common Stock	256		256	D

Explanation of Responses:

1. 25% per year for four years.

	/s/ Percy C. Tomlinson, Jr.	03/02/2026
	** 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 did Percy C. Tomlinson Jr. report in his latest Form 4 for WINA?

He reported exercising non-employee stock options to acquire Winmark common stock. On February 26, 2026, he exercised options for 1,600 shares at $242.58 and 60 shares at $197.80, increasing his directly held common shares to 2,460.

How many Winmark (WINA) shares did Percy C. Tomlinson Jr. acquire?

He acquired 1,660 Winmark common shares through option exercises. This came from exercising options for 1,600 shares at $242.58 and 60 shares at $197.80 on February 26, 2026, resulting in 2,460 common shares held directly afterward.

Were there any stock sales reported in this Winmark (WINA) Form 4?

No sales were reported in this Form 4 filing. All reported transactions on February 26, 2026 reflect the exercise or conversion of non-employee stock options into Winmark common stock, with the direction categorized as acquisitions rather than dispositions or open-market sales.

What is Percy C. Tomlinson Jr.’s direct common share ownership in Winmark after these transactions?

Following the reported option exercises, he directly holds 2,460 Winmark common shares. This figure comes from the Form 4 line showing total shares following the final common stock transaction dated February 26, 2026, and represents his direct ownership position after the exercises.

What option exercise prices were disclosed in the Winmark (WINA) Form 4?

Two exercise prices were disclosed for the non-employee stock options. One tranche of 1,600 shares was exercised at $242.58 per share, and another tranche of 60 shares was exercised at $197.80 per share, both on February 26, 2026, according to the filing data.