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SEC FORM 4 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
OMB Number: 3235-0287
Estimated average burden
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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).
1. Name and Address of Reporting Person*
Docherty Susan E
(Last) (First) (Middle)
1801 BAYBERRY COURT
P.O. BOX 18100
(Street)
RICHMOND VA 23226
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BRINKS CO [ BCO ] 		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)
05/06/2016
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 05/08/2016 M(1) 3,050 A (2) 7,099 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
Deferred Stock Units (3) 05/06/2016 A 3,714 (3) (3) Common Stock 3,714 $0.00 3,714 D
Deferred Stock Units (2) 05/08/2016 M 3,050 (4) (4) Common Stock 3,050 $0.00 0 D
Explanation of Responses:
1. Represents the conversion upon vesting of Deferred Stock Units ("DSUs") into The Brink's Company (the "Company") Common Stock. On May 8, 2015, the Reporting Person was granted 3,050 DSUs, of which all of the shares subject to the DSUs vested on May 8, 2016. Such DSUs were previously reported in Table II on a Form 4 filed with the Securities and Exchange Commission on May 12, 2015.
2. Each DSU represents the right to receive, at settlement, one share of Company Common Stock.
3. Subject to the terms and conditions of the Non-Employee Directors' Equity Plan and a Deferred Stock Units Award Agreement (the "Award Agreement"), the Reporting Person has been granted DSUs that are subject to a one year vesting period that accelerates upon a change in control of the Company. The DSUs will be settled in Company Common Stock on a one-for-one basis upon vesting. Pursuant to terms of the Award Agreement, the DSUs will be forfeited if the Reporting Person ceases to serve as a member of the Board of Directors of the Company prior to the expiration of the vesting period.
4. This Deferred Stock Unit award was granted on May 8, 2015 and vested in full on May 8, 2016.
Remarks:
/s/Cariann D. Fisher, Attorney-in-Fact 05/10/2016
** 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.
EXHIBIT 24


POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS that the undersigned hereby authorizes, designates
and appoints McAlister C. Marshall, II, Lindsay K. Blackwood and Cariann D.
Fisher, and each of them, her true and lawful attorney-in-fact and agent to sign
and file with the Securities and Exchange Commission on her behalf with respect
to the ownership of, or transactions in, securities of The Brink's Company, any
report, statement or form (including Form 3, Form 4 and Form 5, and any
amendments thereto), and to do any and all acts and things for purposes of
complying with Section 16 of the Securities Exchange Act of 1934, as amended,
and any rules, regulations and requirements of the Securities and Exchange
Commission thereunder; and the undersigned does hereby ratify and confirm all
that each of said attorneys shall do or cause to be done by virtue hereof.

The authorization contained herein shall continue in effect until revoked in
writing or without notice upon termination of the attorney-in-fact and agent's
employment with The Brink's Company and any affiliate thereof.

IN WITNESS WHEREOF, I have hereunto set my hand this 19th day of February, 2016.


/s/ Susan E. Docherty
-------------------------
Susan E. Docherty