Hasbro, Inc.
HASBRO INC (Form: 4, Received: 08/02/2017 13:23:04)
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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Billing Duncan
2. Issuer Name and Ticker or Trading Symbol

HASBRO INC [ HAS ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
EVP, Chief Strategy Officer
(Last)          (First)          (Middle)

C/O HASBRO, INC. 1011 NEWPORT AVENUE
3. Date of Earliest Transaction (MM/DD/YYYY)

7/31/2017
(Street)

PAWTUCKET, RI 02861
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 (Par Value $.50 per share)   7/31/2017     M    6833   A $52.11   55430.511   D    
Common Stock (Par Value $.50 per share)   7/31/2017     M    1947   A $61.77   57377.511   D    
Common Stock (Par Value $.50 per share)   7/31/2017     S    8780   D $106   48597.511   D    
Common Stock (Par Value $.50 per share)   8/1/2017     M    4495   A $61.77   53092.511   D    
Common Stock (Par Value $.50 per share)   8/1/2017     M    5371   A $74.42   58463.511   D    
Common Stock (Par Value $.50 per share)   8/1/2017     S    9866   D $106.08   48597.511   D    
Common Stock (Par Value $.50 per share)   8/1/2017     S    21174   D $106.4737   (1) 27423.511   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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
Option (Right to Buy)   (2) $52.11   7/31/2017     M         6833      (3) 2/12/2021   Common Stock   6833   $0   0   D    
Option (Right to Buy)   (2) $61.77   7/31/2017     M         1947      (4) 2/11/2022   Common Stock   1947   $0   8389   D    
Option (Right to Buy)   (2) $61.77   8/1/2017     M         4495      (4) 2/11/2022   Common Stock   4495   $0   6442   D    
Option (Right to Buy)   (2) $74.42   8/1/2017     M         5371      (5) 2/23/2023   Common Stock   5371   $0   10424   D    

Explanation of Responses:
(1)  The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $106.29 to $106.69 inclusive. The reporting person undertakes to provide to Hasbro, Inc., any security holder of Hasbro, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1).
(2)  These options were granted pursuant to an employee stock option plan in compliance with Rule 16b-3 and have tandem tax withholding rights.
(3)  33 1/3% of the options became exercisable on each February 12, 2015, February 12, 2016 and February 12, 2017.
(4)  33 1/3% of the options became exercisable on the first anniversary of the date of grant, which grant date is February 11, 2015. An additional 33 1/3% of the options become exercisable on each anniversary of the date of grant thereafter.
(5)  33 1/3% of the options became exercisable on the first anniversary of the date of grant, which grant date is February 23, 2016. An additional 33 1/3% of the options become exercisable on each anniversary of the date of grant thereafter.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Billing Duncan
C/O HASBRO, INC. 1011 NEWPORT AVENUE
PAWTUCKET, RI 02861


EVP, Chief Strategy Officer

Signatures
Tarrant Sibley, P/O/A for Duncan Billing 8/2/2017
** 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).
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