SEC Form 4 · accession 0001247546-17-000004
DAVEY TREE EXPERT CO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karl J Warnke
Officer — Chairman & CEO · Director
Period of report
Mar 14, 2017
Accepted (ET)
Mar 16, 2017 · 4:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000277638
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 14, 2017 | A | 3,872 | $35.20 | A | 43,703 | D | |
| Common StockF2 | Mar 14, 2017 | A | 1,781 | $35.20 | A | 251,554 | I | By Karl J. Warnke Trust |
| Common Stock | holding | — | — | — | 144,965 | I | By Barbara R. Warnke Trust | |
| Common StockF3 | holding | — | — | — | 48,501 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation Rights (2017)F4 | $35.20 | Mar 14, 2017 | A | 17,200 | A | Mar 14, 2018 | Dec 31, 2026 | Common Stock | 17,200 | 17,200 | D |
Explanation of responses
- F1Upon the achievement of certain performance criteria, performance restricted stock units (PRSUs) were granted pursuant to the Company's performance restricted stock unit program, are payable in common shares, will be fully vested on the earlier of (a) the fifth anniversary of the grant date (the transaction date herein), (b) retirement (provided that the participant has attained the age of 55 years and has had at least five years of service with the Company), (c) total or permanent disability or death, or (d) certain events of termination, and will be paid no later than March 15 following the year in which the participant retires.
- F2Reflects common shares granted pursuant to the Company's Management Incentive Plan.
- F3This total reflects routine accumulation of 48,501.0085 common shares acquired through the Company's 401(K) benefit plan as of March 14, 2017, based on internal records. The number of shares in the reporting person's 401(K) plan account has decreased due to administrative fees withheld by the plan administrator.
- F4These stock appreciation rights become exercisable in five equal annual installments beginning on the first anniversary of the grant date.