Bob Evans Farms (BOBE) Form 4 BOB EVANS FARMS / Colin M Daly 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^*

Daly Colin M

(Last) (First) (Middle)

3961 FARBER CT

(Street)

NEW ALBANY OH 43054-9344

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BOB EVANS FARMS INC [ BOBE ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP - General Counsel and Corp

3. Date of Earliest Transaction (Month/Day/Year)
04/28/2017

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
Common Stock $.01 Par Value	04/28/2017		F		951	D	$66.74(1)	12,568	D
Common Stock $.01 Par Value	04/28/2017		F		1,310	D	$66.74(1)	11,258	D
Common Stock $.01 Par Value	04/28/2017		F		335	D	$66.74(1)	10,923	D
Common Stock $.01 Par Value	04/28/2017		F		647	D	$66.74(1)	10,276	D
Common Stock $.01 Par Value	04/28/2017		F		713	D	$66.74(1)	9,563	D
Common Stock $.01 Par Value	04/28/2017		F		106	D	$66.74(1)	9,457	D
Common Stock $.01 Par Value	04/28/2017		A		3,118(2)	A	$0.0	12,575	D
Common Stock $.01 Par Value	04/28/2017		A		4,115(3)	A	$0.0	16,690	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

Explanation of Responses:

1. Bob Evans Farms, Inc. has withheld the number of whole shares necessary to satisfy the minimum statutory tax withholding obligations. The value of the vested shares (and the taxable income) is calculated based on the closing price on the vesting date or immediately preceeding trading date in the case that the vesting date is a non-trading date.

2. Represents accelerated vesting of target award of shares pursuant to PSUs awarded on 6/18/2015 in connection with sale of the registrants Bob Evans Restaurants business effective April 28, 2017.

3. Represents accelerated vesting of target award of shares pursuant to PSUs awarded on 6/23/2016 in connection with sale of the registrants Bob Evans Restaurants business effective April 28, 2017.

	Colin M Daly	05/02/2017
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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