Deere & Company (DE) Form 4 DEERE & CO / Pentz Markwart von ownership change

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^*

von Pentz Markwart

(Last) (First) (Middle)

ONE JOHN DEERE PLACE

(Street)

MOLINE IL 61265

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DEERE & CO [ DE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Pres.Ag&TurfDiv.Eur.,Asia,Afr.

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2017

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)
			Code	V	Amount	(A) or (D)	Price
$1 Par Common Stock(1)	08/22/2017		M		5,139	A	$88.82	47,165	D
$1 Par Common Stock(1)	08/22/2017		M		20,376	A	$80.61	67,541	D
$1 Par Common Stock(1)	08/22/2017		M		20,942	A	$86.36	88,483	D
$1 Par Common Stock(1)	08/22/2017		S		46,457	D	$116.7445(2)	42,026(3)	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 (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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Market Priced Options(1)(4)	$88.82	08/22/2017		M			5,139	(5)	12/05/2017	Common Stock	5,139	$0	0	D
Market Priced Options(1)(4)	$80.61	08/22/2017		M			20,376	(6)	12/08/2020	Common Stock	20,376	$0	0	D
Market Priced Options(1)(4)	$86.36	08/22/2017		M			20,942	(7)	12/12/2022	Common Stock	20,942	$0	0	D

Explanation of Responses:

1. Exercise of Rule 16b-3 options and related sale of shares pursuant to a Rule 10(b)5-1 stock option exercise plan adopted on June 7, 2017.

2. The sale price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.57 to $117.12, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

3. Includes 12,666 restricted stock units subject to restrictions or limitations under the John Deere Omnibus Equity and Incentive Plan. Shares are not held by reporting person during the period of limitation or restriction. Units are settled solely in shares and include the ability to have shares withheld to satisfy income tax obligations.

4. All options include the ability to withhold shares upon the exercise of the option to satisfy income tax obligations.

5. The options became exercisable in three approximately equal installments on December 5, 2008, 2009, and 2010.

6. The options became exercisable in three approximately equal installments on December 8, 2011, 2012, and 2013.

7. The options became exercisable in three approximately equal installments on December 12, 2013, 2014, and 2015.

	/s/ Paul Wilczynski, Assistant Secretary, Deere & Company, Under Power of Attorney	08/22/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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