Sec Form 4 Filing - Marius Frederick S @ EATON VANCE CORP - 2014-12-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Marius Frederick S
2. Issuer Name and Ticker or Trading Symbol
EATON VANCE CORP [ EV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Legal Officer
(Last) (First) (Middle)
TWO INTERNATIONAL PLACE, EATON VANCE
3. Date of Earliest Transaction (MM/DD/YY)
12/10/2014
(Street)
BOSTON, MA02110
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Eaton Vance Corp. Non-voting Common Stock 11/03/2014 A V 244 ( 1 ) A $ 32.85 56,848 D
Eaton Vance Corp. Non-voting Common Stock 12/10/2014 M 11,553 A $ 27.495 68,141 D
Eaton Vance Corp. Non-voting Common Stock 12/10/2014 M 8,539 A $ 28.6858 76,680 D
Eaton Vance Corp. Non-voting Common Stock 12/10/2014 M 8,327 A $ 24.4595 85,007 D
Eaton Vance Corp. Non-voting Common Stock 12/10/2014 M 7,316 A $ 21.4631 92,323 D
Eaton Vance Corp. Non-voting Common Stock 12/10/2014 M 7,223 A $ 28.227 99,546 D
Eaton Vance Corp. Non-voting Common Stock 12/10/2014 S 42,958 D $ 41.082 56,588 D
Voting Trust Receipt 18,623 D
Eaton Vance Corp. Common Stock (Voting) 18,623 ( 2 ) I By Voting Trust
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Option (right to buy) $ 28.6858 12/10/2014 M 8,539 ( 3 ) 11/01/2020 Eaton Vance Corp. Non-voting Common Stock 8,539 $ 0 5,693 D
Option (right to buy) $ 24.4595 12/10/2014 M 8,327 ( 4 ) 11/01/2021 Eaton Vance Corp. Non-voting Common Stock 8,327 $ 0 13,085 D
Option (right to buy) $ 28.227 12/10/2014 M 7,223 ( 5 ) 11/01/2022 Eaton Vance Corp. Non-voting Common Stock 7,223 $ 0 21,670 D
Option (right to buy) $ 27.495 12/10/2014 M 11,553 ( 6 ) 11/02/2019 Eaton Vance Corp. Non-voting Common Stock 11,553 $ 0 0 D
Option (right to buy) $ 21.4631 12/10/2014 M 7,316 ( 7 ) 11/03/2018 Eaton Vance Corp. Non-voting Common Stock 7,316 $ 0 2 D
Option (right to buy) $ 47.2305 ( 8 ) 11/01/2017 Eaton Vance Corp. Non-voting Common Stock 8,915 8,915 D
Option (right to buy) $ 41.9 ( 9 ) 11/01/2023 Eaton Vance Corp. Non-voting Common Stock 22,960 22,960 D
Option (right to buy) $ 36.71 ( 10 ) 11/03/2024 Eaton Vance Corp. Non-voting Common Stock 32,700 32,700 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Marius Frederick S
TWO INTERNATIONAL PLACE
EATON VANCE
BOSTON, MA02110
Chief Legal Officer
Signatures
Victoria Crane, Attorney-in-fact 12/11/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were acquired under the 2013 Employee Stock Purchase Plan, which is a 16b-3 Plan.
( 2 )All shares of the Voting Stock of Eaton Vance Corp. are deposited and held of record in a Voting Trust of which Thomas E. Faust, Jeffrey P. Beale, David C. McCabe, Payson F. Swaffield, Matthew J. Witkos, Edward J. Perkin, Maureen Gemma, Frederick S. Marius, Laurie G. Hylton, Cynthia Clemson, Thomas M. Metzold, Scott H. Page, Michael Weilheimer, Walter Row, David Stein, Daniel C. Cataldo, James H. Evans, Charles B. Reed, R. Kelly Williams, Craig P. Russ and Brian Langstraat are the Voting Trustees. The Voting Common Stock is not registered under Section 12 of the Securities Exchange Act.
( 3 )These options were granted on November 1, 2010 and vest over a 5 year period in increments of 10%,15%,20%,25% and 30%.
( 4 )Granted on November 1, 2011 these options vest over a 5 year period in increments of 10%, 15%, 20%, 25%, and 30%.
( 5 )Granted on November 1, 2012 these options vest over a 5 year period in increments of 10%, 15%, 20%, 25% and 30%.
( 6 )Granted on November 2, 2009, these options vest over a 5 year period in increments of 10%, 15%, 20,%, 25% and 30%.
( 7 )Granted on November 3, 2008 these options vest over a 5 year period in increments of 10%, 15%, 20%, 25%, and 30%.
( 8 )Granted on November 1, 2007 these options vest over a 5 year period in increments of 10%, 15%, 20%, 25%, and 30%.
( 9 )Granted on November 1, 2013 these options vest over a 5 year period in increments of 10%, 15%, 20%, 25%, and 30%.
( 10 )Granted on November 3, 2014 these options vest over a 5 year period in increments of 10%, 15%, 20%, 25% and 30%.

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