Sec Form 4 Filing - Witkos Matthew J @ EATON VANCE CORP - 2013-03-08

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
Witkos Matthew J
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
_____ Officer (give title below) X __ Other (specify below)
Pres & CEO EV Distributors Inc
(Last) (First) (Middle)
TWO INTERNATIONAL PLACE, EATON VANCE
3. Date of Earliest Transaction (MM/DD/YY)
03/08/2013
(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 03/08/2013 M 31,986 A $ 21.4631 164,324 D
Eaton Vance Corp. Non-voting Common Stock 03/08/2013 S 31,986 D $ 39.3304 132,338 D
Voting Trust Receipt 18,623 D
Eaton Vance Corp. Common Stock (Voting) 18,623 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) $ 44.1365 12/14/2012 A V 24,152 ( 1 ) 07/11/2017 Eaton Vance Corp. Non-voting Common Stock 24,152 $ 0 24,152 D
Option (right to buy) $ 47.2305 12/14/2012 A V 26,844 ( 2 ) 11/01/2017 Eaton Vance Corp. Non-voting Common Stock 26,844 $ 0 26,844 D
Option (right to buy) $ 28.6858 12/14/2012 A V 90,673 ( 3 ) 11/01/2020 Eaton Vance Corp. Non-voting Common Stock 90,673 $ 0 90,673 D
Option (right to buy) $ 24.4595 12/14/2012 A V 135,651 ( 4 ) 11/01/2021 Eaton Vance Corp. Non-voting Common Stock 135,651 $ 0 135,651 D
Option (right to buy) $ 28.227 12/14/2012 A V 111,369 ( 5 ) 11/01/2022 Eaton Vance Corp. Non-voting Common Stock 111,369 $ 0 111,369 D
Option (right to buy) $ 27.495 12/14/2012 A V 41,516 ( 6 ) 11/02/2019 Eaton Vance Corp. Non-voting Common Stock 41,516 $ 0 41,516 D
Option (right to buy) $ 21.4631 12/14/2012 A V 45,696 ( 7 ) 11/03/2018 Eaton Vance Corp. Non-voting Common Stock 45,696 $ 0 45,696 D
Option (right to buy) $ 21.4631 03/08/2013 M 31,986 ( 7 ) 11/03/2018 Eaton Vance Corp. Non-voting Common Stock 31,986 $ 0 13,710 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Witkos Matthew J
TWO INTERNATIONAL PLACE
EATON VANCE
BOSTON, MA02110
Pres & CEO EV Distributors Inc
Signatures
Victoria Crane, Attorney-in-fact 03/08/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Granted on July 11, 2007 these options vest over a 5 year period starting in 2008 in increments of 10%, 15%, 20%, 25%, and 30%
( 2 )Granted on November 1, 2007 these options vest over a 5 year period in increments of 10%, 15%, 20%, 25%, and 30%.
( 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%, an 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%.

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