Ownership Submission
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MURPHY STEVEN
   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)
President of Franchising
(Last)
(First)
(Middle)
605 HWY 169 N, SUITE 400		 3. Date of Earliest Transaction (Month/Day/Year)
10/19/2017
(Street)

MINNEAPOLIS, MN 55441		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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 10/19/2017   M   2,765 A $ 31.19 2,765 D  
Common Stock 10/19/2017   S(2)   2,765 (3) D $ 134.02 0 D  
Common Stock 10/20/2017   M   235 A $ 31.19 235 D  
Common Stock 10/20/2017   M   2,547 A $ 37.76 2,782 D  
Common Stock 10/20/2017   S(2)   100 (4) D $ 135.1 2,682 D  
Common Stock 10/20/2017   S(2)   2,182 (5) D $ 133.47 500 D  
Common Stock 10/20/2017   S(2)   500 (6) D $ 131.52 0 D  
Common Stock 10/23/2017   M   1,000 A $ 31.19 1,000 D  
Common Stock 10/23/2017   M   822 A $ 37.76 1,822 D  
Common Stock 10/23/2017   M   237 A $ 53.34 2,059 D  
Common Stock 10/23/2017   M   394 A $ 51.17 2,453 D  
Common Stock 10/23/2017   S(2)   453 (7) D $ 129.75 2,000 D  
Common Stock               93,952 I By Trust
Common Stock               350 I By Son 1
Common Stock               350 I By Son 2

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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
Employee Stock Option (right to buy) $ 31.19 10/19/2017(8)   M     4,000 06/01/2011(1) 06/01/2020 Common Stock 4,000 $ 31.19 0 D  
Employee Stock Option (right to buy) $ 37.76 10/20/2017(9)   M     3,369 06/01/2012(1) 06/01/2021 Common Stock 6,500 $ 37.76 3,131 D  
Employee Stock Option (right to buy) $ 53.34 10/23/2017   M     237 12/08/2012(1) 12/08/2021 Common Stock 9,250 $ 53.34 9,013 D  
Employee Stock Option (right to buy) $ 51.17 10/23/2017   M     394 06/01/2013(1) 06/01/2022 Common Stock 9,250 $ 51.17 8,856 D  
Employee Stock Option (right to buy) $ 55.72             12/13/2013(1) 12/13/2022 Common Stock 9,250   9,250 D  
Employee Stock Option (right to buy) $ 59.77             06/01/2014(1) 06/01/2023 Common Stock 9,250   9,250 D  
Employee Stock Option (right to buy) $ 82.72             12/16/2014(1) 12/16/2023 Common Stock 9,250   9,250 D  
Employee Stock Option (right to buy) $ 66.29             06/01/2015(1) 06/01/2024 Common Stock 8,500   8,500 D  
Employee Stock Option (right to buy) $ 80.32             12/15/2015(1) 12/15/2024 Common Stock 8,500   8,500 D  
Employee Stock Option (right to buy) $ 91.93             06/01/2016(1) 06/01/2025 Common Stock 6,800   6,800 D  
Employee Stock Option (right to buy) $ 90.99             12/14/2016(1) 12/14/2025 Common Stock 6,800   6,800 D  
Employee Stock Option $ 98.25             06/01/2017(1) 06/01/2026 Common Stock 5,000   5,000 D  
Employee Stock Option (right to buy) $ 125.5             12/12/2017(1) 12/12/2026 Common Stock 5,000   5,000 D  
Employee Stock Option (right to buy) $ 122.5             06/01/2018(1) 06/01/2027 Common Stock 5,000   5,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MURPHY STEVEN
605 HWY 169 N
SUITE 400
MINNEAPOLIS, MN 55441		       President of Franchising  

Signatures

 /s/ Steven A. Murphy   10/23/2017
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 25% per year for 4 years
(2) Sale effected pursuant to a 10b5-1 Plan established by the reporting person on November 23, 2016.
(3) 2,765 shares sold at an average price of $134.02, with a range of $133.85 to $134.65, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.
(4) 100 shares sold at an average price of $135.10 to cover payment of exercise price of and taxes due on option exercises included on this Form 4.
(5) 2,182 shares sold at an average price of $133.47, with a range of $133.00 to $134.00, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.
(6) 500 shares sold at an average price of $131.52, with a range of $131.20 to $132.00, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.
(7) 453 shares sold at an average price of $129.75, with a range of $129.65 to $130.20, to cover payment of exercise price of and taxes due on option exercises included on this Form 4.
(8) 2,765 option shares exercised 10/19/2017, 235 option shares exercised 10/20/2017 and 1,000 option shares exercised 10/23/17 as indicated in Table 1.
(9) 2,547 option shares exercised 10/20/2017 and 822 option shares exercised 10/23/2017 as indicated in Table 1.

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