DAVEY TREE EXPERT CO·4

Mar 30, 10:26 AM ET

Ina Gregory M 4

4 · DAVEY TREE EXPERT CO · Filed Mar 30, 2026

Research Summary

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Davey Tree EVP Ina Gregory Exercises Derivatives, Sells Shares

What Happened

  • Ina M. Gregory, EVP, Institute & Employee Development at Davey Tree Expert Co., exercised derivative awards (8,400 shares; exercise cost $8.18/sh — $68,712) and shortly thereafter sold shares and surrendered shares for tax withholding. She sold 7,234 shares in an open‑market transaction at $27.60/sh for $199,658. Separately, 5,606 shares were surrendered/withheld at $27.60/sh to cover tax liabilities (total ~$154,725).
  • The transactions reflect an exercise/settlement of stock appreciation rights or similar derivatives followed by routine tax withholding and an open‑market sale — not an obvious net purchase (the exercise required paying the $8.18 exercise price).

Key Details

  • Transaction date: March 27, 2026. Open‑market sale and tax withholding prices: $27.60 per share. Exercise price paid: $8.18 per share for 8,400 shares (total $68,712).
  • Shares sold in market: 7,234 shares for $199,658. Shares surrendered for taxes: 1,337 + 2,490 + 1,779 = 5,606 shares (combined value ~$154,725).
  • Shares owned after transaction: 30,814.9618 common shares (per filing footnote).
  • Notable footnotes:
    • F1: Tax payments related to PRSU/RSU payouts; distribution is staggered over three years.
    • F2: Stock Appreciation Rights (SARs) were automatically exercised on March 4, 2026; calculations were completed by the company on March 27, 2026.
    • F3: Some share disposals were to satisfy SARs tax withholding.
    • F4: The shares‑owned total reflects routine accumulation through the company 401(k) plan as of March 30, 2026.
  • Filing timeliness: Form 4 filed March 30, 2026 for transactions on March 27, 2026 — timely under Form 4 rules (filed within required business-day window).

Context

  • This was primarily an exercise of derivatives followed by share dispositions. Gregory paid the exercise price ($8.18/sh) to obtain shares and then used some shares to cover taxes and sold others on the open market — a common pattern for option/SAR settlements and tax withholding.
  • Tax‑withholding disposals and plan distributions are routine and do not necessarily signal management sentiment about the company’s stock.

Insider Transaction Report

Form 4
Period: 2026-03-27
Ina Gregory M
EVP, Institute & Employee Dev.
Transactions
  • Tax Payment

    Common Stock

    [F1]
    2026-03-27$27.60/sh1,337$36,901151,581 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-03-27$8.18/sh+8,400$68,712159,981 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-27$27.60/sh2,490$68,724157,491 total
  • Tax Payment

    Common Stock

    [F3]
    2026-03-27$27.60/sh1,779$49,100155,712 total
  • Sale

    Common Stock

    2026-03-27$27.60/sh7,234$199,658148,478 total
  • Exercise/Conversion

    Stock Appreciation Rights (2016)

    2026-03-278,4000 total
    Exercise: $8.18From: 2017-03-04Exp: 2025-12-31Common Stock (8,400 underlying)
Holdings
  • Common Stock

    [F4]
    (indirect: By 401(k))
    30,814.962
Footnotes (4)
  • [F1]Payment of taxes related to PRSU and RSUs pay-out. Distribution of shares over three years.
  • [F2]Pursuant to their terms, Stock Appreciation Rights (SARs) were automatically exercised on March 4, 2026, which was the tenth anniversary of the grant date. March 27, 2026 is the earliest date on which the Company was able to complete SARs calculations, based on the availability of its stock price valuation.
  • [F3]Payment of taxes in connection with SARs pay-out.
  • [F4]This total reflects routine accumulation of 30,814.9618 common shares acquired through the Company's 401(K) benefit plan as of March 30, 2026, based on internal records.
Signature
/s/Gregory M. Ina/Christopher J. Bast, by Power of Attorney|2026-03-30

Documents

1 file
  • 4
    wk-form4_1774880800.xmlPrimary

    FORM 4