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

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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^*

WARNKE KARL J

(Last)

(First)

(Middle)

1500 NORTH MANTUA STREET

(Street)

KENT

44240

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DAVEY TREE EXPERT CO [ NONE ]

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)
10/13/2017

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/13/2017		S/K		21,399⁽¹⁾⁽²⁾	D	$18.3⁽²⁾	484,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		12,000⁽²⁾	A	$11.6⁽²⁾	496,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		10,000⁽²⁾	A	$13.2⁽²⁾	506,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		8,000⁽²⁾	A	$15.05⁽²⁾	514,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		24,000⁽²⁾	A	$8.2⁽²⁾	538,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		24,000⁽²⁾	A	$8.3⁽²⁾	562,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		24,000⁽²⁾	A	$9.2⁽²⁾	586,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		24,000⁽²⁾	A	$9.85⁽²⁾	610,845	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		65,380⁽²⁾	A	$11.6⁽²⁾	676,225	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		68,600⁽²⁾	A	$13.2⁽²⁾	744,825	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		68,600⁽²⁾	A	$15.05⁽²⁾	813,425	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		68,600⁽²⁾	A	$16.35⁽²⁾	882,025	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		M		34,400⁽²⁾	A	$17.6⁽²⁾	916,425	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		D		288,339⁽²⁾⁽³⁾	D	$18.3⁽²⁾	628,086	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		F		56,167⁽⁴⁾	D	$18.3	571,919	I	By Karl J. Warnke Trust
Common Stock	10/13/2017		F		17,132⁽⁵⁾	D	$18.3	70,274⁽⁶⁾	I	PRSUs
Common Stock	10/13/2017		D		12,003⁽⁷⁾	D	$18.3	58,271⁽⁶⁾	I	PRSUs
Common Stock	10/13/2017		G		12,003⁽⁷⁾	A	$0	583,922	I	By Karl J. Warnke Trust
Common Stock								289,930⁽²⁾	I	By Barbara R. Warnke Trust
Common Stock								97,726.4489⁽⁸⁾	I	By 401(k) Plan

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (Right to Buy)	$11.6⁽²⁾	10/13/2017		M			12,000⁽²⁾	06/24/2014⁽⁹⁾	06/24/2023	Common Stock	12,000	$0	0	D
Non-Qualified Stock Option (Right to Buy)	$13.2⁽²⁾	10/13/2017		M			10,000⁽²⁾	06/30/2015⁽⁹⁾	06/30/2024	Common Stock	10,000	$0	0	D
Non-Qualified Stock Option (Right to Buy)	$15.05⁽²⁾	10/13/2017		M			8,000⁽²⁾	06/29/2016⁽⁹⁾	06/29/2025	Common Stock	8,000	$0	0	D
Stock Appreciation Rights (2009)	$8.2⁽²⁾	10/13/2017		M			24,000⁽²⁾⁽¹⁰⁾	03/10/2010	12/31/2018	Common Stock	24,000	$0	0	D
Stock Appreciation Rights (2010)	$8.3⁽²⁾	10/13/2017		M			24,000⁽²⁾⁽¹⁰⁾	03/09/2011	12/31/2019	Common Stock	24,000	$0	0	D
Stock Appreciation Rights (2011)	$9.2⁽²⁾	10/13/2017		M			24,000⁽²⁾⁽¹⁰⁾	03/09/2012	12/31/2020	Common Stock	24,000	$0	0	D
Stock Appreciation Rights (2012)	$9.85⁽²⁾	10/13/2017		M			24,000⁽²⁾⁽¹⁰⁾	03/07/2013	12/31/2021	Common Stock	24,000	$0	0	D
Stock Appreciation Rights (2013)	$11.6⁽²⁾	10/13/2017		M			65,380⁽²⁾⁽¹⁰⁾	03/07/2014	12/31/2022	Common Stock	65,380	$0	0	D
Stock Appreciation Rights (2014)	$13.2⁽²⁾	10/13/2017		M			68,600⁽²⁾⁽¹⁰⁾	03/07/2015	12/31/2023	Common Stock	68,600	$0	0	D
Stock Appreciation Rights (2015)	$15.05⁽²⁾	10/13/2017		M			68,600⁽²⁾⁽¹⁰⁾	03/06/2016	12/31/2024	Common Stock	68,600	$0	0	D
Stock Appreciation Rights (2016)	$16.35⁽²⁾	10/13/2017		M			68,600⁽²⁾⁽¹⁰⁾	03/04/2017	12/31/2025	Common Stock	68,600	$0	0	D
Stock Appreciation Rights (2017)	$17.6⁽²⁾	10/13/2017		M			34,400⁽²⁾⁽¹⁰⁾	03/10/2018	12/31/2026	Common Stock	34,400	$0	0	D

Explanation of Responses:

1. Shares surrendered in connection with the exercise of Non-Qualified Stock Option shares.

2. All share totals and prices reflect a 2-for-1 stock split effective June 1, 2017.

3. Exercise of SARs.

4. Payment of taxes in connection with SARs pay-out.

5. Payment of taxes related to PRSU and RSU distribution.

6. Represents PRSU and RSUs.

7. Distribution of PRSU and RSU shares.

8. This total reflects routine accumulation of 97,726.4489 common shares acquired through the Company's 401(K) benefit plan as of October 13, 2017, based on internal records.

9. These shares vested and became fully exercisable upon Mr. Warnke's retirement.

10. Exercise of SARs which became fully vested upon Mr. Warnke's retirement.

Remarks:

	/s/Karl J. Warnke/Christopher J. Bast, by Power of Attorney	10/17/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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