SEC Form 4 · accession 0001643139-18-000006
DAVEY TREE EXPERT CO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lawrence S Abernathy
Officer — VP & GM, Davey Tree Surgery Co
Period of report
Mar 30, 2018
Accepted (ET)
May 30, 2018 · 2:53 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 30, 2018 | M | 4,262 | $0.00 | A | 88,449 | D | |
| Common StockF2,F3 | May 29, 2018 | S$0 | 16,063 | $0.00 | D | 72,386 | D | |
| Common Stock | May 29, 2018 | M | 4,000 | $8.00 | A | 76,386 | D | |
| Common Stock | May 29, 2018 | M | 12,000 | $8.30 | A | 88,386 | D | |
| Common Stock | May 29, 2018 | M | 4,000 | $11.60 | A | 92,386 | D | |
| Common Stock | May 29, 2018 | M | 3,000 | $13.20 | A | 95,386 | D | |
| Common Stock | May 29, 2018 | M | 2,000 | $15.05 | A | 97,386 | D | |
| Common Stock | May 29, 2018 | M | 2,000 | $16.35 | A | 99,386 | D | |
| Common Stock | May 29, 2018 | M | 1,500 | $17.60 | A | 100,886 | D | |
| Common Stock | May 29, 2018 | M | 2,400 | $8.20 | A | 103,286 | D | |
| Common Stock | May 29, 2018 | M | 4,000 | $8.30 | A | 107,286 | D | |
| Common Stock | May 29, 2018 | M | 4,000 | $9.20 | A | 111,286 | D | |
| Common Stock | May 29, 2018 | M | 4,000 | $9.85 | A | 115,286 | D | |
| Common Stock | May 29, 2018 | M | 4,000 | $11.60 | A | 119,286 | D | |
| Common Stock | May 29, 2018 | M | 4,200 | $13.20 | A | 123,486 | D | |
| Common Stock | May 29, 2018 | M | 4,200 | $15.05 | A | 127,686 | D | |
| Common Stock | May 29, 2018 | M | 6,300 | $16.35 | A | 133,986 | D | |
| Common Stock | May 29, 2018 | M | 3,200 | $17.60 | A | 137,186 | D | |
| Common StockF4 | May 29, 2018 | D | 23,741 | $0.00 | D | 113,445 | D | |
| Common StockF5 | holding | — | — | — | 98,579 | I | By 401(K) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Subscription Rights (Right to Buy)F1 | $9.85 | Mar 30, 2018 | M | 4,262 | D | Aug 1, 2012 | Aug 1, 2019 | Common Stock | 4,262 | 710 | D |
| Non-Qualified Stock Option (Right to Buy)F6 | $8.00 | May 29, 2018 | M | 4,000 | D | Nov 2, 2010 | Nov 2, 2019 | Common Stock | 4,000 | 0 | D |
| Non-Qualified Stock Option (Right to Buy)F6 | $8.30 | May 29, 2018 | M | 12,000 | D | Nov 1, 2011 | Nov 1, 2020 | Common Stock | 12,000 | 0 | D |
| Non-Qualified Stock Option (Right to Buy)F6 | $11.60 | May 29, 2018 | M | 4,000 | D | Jun 24, 2014 | Jun 24, 2023 | Common Stock | 4,000 | 0 | D |
| Non-Qualified Stock Option (Right to Buy)F6 | $13.20 | May 29, 2018 | M | 3,000 | D | Jun 30, 2015 | Jun 30, 2024 | Common Stock | 3,000 | 0 | D |
| Non-Qualified Stock Option (Right to Buy)F6 | $15.05 | May 29, 2018 | M | 2,000 | D | Jun 29, 2016 | Jun 29, 2025 | Common Stock | 2,000 | 0 | D |
| Non-Qualified Stock Option (Right to Buy)F6 | $16.35 | May 29, 2018 | M | 2,000 | D | Jun 28, 2017 | Jun 28, 2026 | Common Stock | 2,000 | 0 | D |
| Non-Qualified Stock Option (Right to Buy)F6 | $17.60 | May 29, 2018 | M | 1,500 | D | Jun 23, 2018 | Jun 23, 2027 | Common Stock | 1,500 | 0 | D |
| Stock Appreciation Rights (2009)F7 | $8.20 | May 29, 2018 | M | 2,400 | D | Mar 10, 2010 | Dec 31, 2018 | Common Stock | 2,400 | 0 | D |
| Stock Appreciation Rights (2010)F7 | $8.30 | May 29, 2018 | M | 4,000 | D | Mar 9, 2011 | Dec 31, 2019 | Common Stock | 4,000 | 0 | D |
| Stock Appreciation Rights (2011)F7 | $9.20 | May 29, 2018 | M | 4,000 | D | Mar 11, 2012 | Dec 31, 2020 | Common Stock | 4,000 | 0 | D |
| Stock Appreciation Rights (2012)F7 | $9.85 | May 29, 2018 | M | 4,000 | D | Mar 7, 2013 | Dec 31, 2021 | Common Stock | 4,000 | 0 | D |
| Stock Appreciation Rights (2013)F7 | $11.60 | May 29, 2018 | M | 4,000 | D | Mar 7, 2014 | Dec 31, 2022 | Common Stock | 4,000 | 0 | D |
| Stock Appreciation Rights (2014)F7 | $13.20 | May 29, 2018 | M | 4,200 | D | Mar 7, 2015 | Dec 31, 2023 | Common Stock | 4,200 | 0 | D |
| Stock Appreciation Rights (2015)F7 | $15.05 | May 29, 2018 | M | 4,200 | D | Mar 6, 2016 | Dec 31, 2024 | Common Stock | 4,200 | 0 | D |
| Stock Appreciation Rights (2016)F7 | $16.35 | May 29, 2018 | M | 6,300 | D | Mar 4, 2017 | Dec 31, 2025 | Common Stock | 6,300 | 0 | D |
| Stock Appreciation Rights (2017)F7 | $17.60 | May 29, 2018 | M | 3,200 | D | Mar 10, 2018 | Dec 31, 2026 | Common Stock | 3,200 | 0 | D |
Explanation of responses
- F1Reflects exercise of stock subscription rights. The reported rights to purchase shares of the Company's common stock were acquired in the Company's stock subscription offering to employees and non-employee directors in accordance with the provisions of The Davey Tree Expert Company 2004 Omnibus Stock Plan (the "Plan"). All participants in the offering purchasing in excess of $5,000 of common stock were granted a "right" to purchase one additional share of common stock, at a price of $19.70 per share, for every three shares of common stock purchased under the Plan. Each "right" may be exercised at the rate of 1/7 per year beginning on August 1, 2012, expiring upon the earlier of termination of employment or July 31, 2019. Mr. Abernathy's remaining rights to purchase 710 shares of the Company's common stock were forfeited upon his retirement from the Company.
- F2Shares surrendered in connection with the exercise of Non-Qualified Stock Option shares.
- F3On March 16, 2017, the grant date of certain PRSUs and SARs were incorrectly reported as March 14, 2017, rather than March 3, 2017.
- F4Exercise of SARs upon retirement.
- F5This total reflects routine accumulation of 98,579.3884 common shares acquired through the Company's 401(K) benefit plan as of May 29, 2018, based on internal records.
- F6These shares vested and became fully exercisable upon Mr. Abernathy's retirement.
- F7Exercise of SARs which became fully vested upon Mr. Abernathy's retirement.