Sec Form 4 Filing - Eilers Peter @ AMERICAN VANGUARD CORP - 2017-04-04

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
Eilers Peter
2. Issuer Name and Ticker or Trading Symbol
AMERICAN VANGUARD CORP [ AVD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President/BD & Mktg-AMVAC
(Last) (First) (Middle)
4695 MACARTHUR COURT, SUITE 1200
3. Date of Earliest Transaction (MM/DD/YY)
04/04/2017
(Street)
NEWPORT BEACH, CA92660
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
Common Stock 04/04/2017 A 3,900 ( 1 ) D $ 0 13,630 D
Common Stock 04/04/2017 A 3,900 ( 2 ) ( 3 ) D $ 0 17,530 D
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Eilers Peter
4695 MACARTHUR COURT, SUITE 1200
NEWPORT BEACH, CA92660
Vice President/BD & Mktg-AMVAC
Signatures
/s/ Peter Eilers 04/07/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Note 1: These shares were awarded in connection with the promotion of the reporting person to his current position and comprise time-based restricted stock that vests in its entirety on January 1, 2020, provided reporting person remains continuously employed by issuer through that date.
( 2 )Note 2: These shares were awarded in connection with the promotion of the reporting person to his current position and comprise performance shares, the vesting of which occurs on two conditions: first, that reporting person remain continuously employed through January 1, 2020, and second, that the issuer achieve certain financial performance as measured over the three year performance period from January 1, 2017 through December 31, 2019. The payout of these performance shares may range from zero to 200 percent of the target number of shares, depending upon whether and to what extent issuer underachieves, meets or exceeds targeted performance, which is assessed as follows: the issuer compares its earnings before income tax (EBIT) with the median EBIT of an agchem peer group and applies a 50% factor; the issuer then compares its net sales for the performance period with the median net sales of the same group and applies a 30% factor;
( 3 )(continued from footnote 2) and finally, the issuer compares its total shareholder return (TSR) over the same period with that of two groups - the Russell 2000 (10% factor) and the median TSR of peers identified in issuer's proxy (10% factor).

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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