ALICO, INC. — Director's Dealing 2019

Jan 15, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALICO INC (alco)
CIK: 0000003545
Period of Report: 2019-01-15

Reporting Person: Brokaw George R (Director, Executive Vice Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-15	Alico, Inc., Common Stock, Par Value $1.00	A	1009	$29.75	Acquired	139993	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-12-31	Option to Purchase Common Stock	$27.15	A	37500	Acquired	2026-12-31	Alico, Inc., Common Stock, Par Value $1.00 (37500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Alico, Inc., Common Stock, Par Value $1.00	3180405	Indirect

Footnotes

F1: These shares were granted under the Stock Incentive Plan of 2015.

F2: Represents shares owned by 734 Investors, LLC ("734 Investors"). 734 Agriculture, LLC ("734 Agriculture") is the managing member of 734 Investors. Pursuant to a stipulated status quo order agreed to by the parties to a lawsuit in the Delaware Court of Chancery captioned In re 734 Investors, LLC Litigation, Consol. C.A. No. 2018-0844-JTL, 734 Agriculture may not take any actions outside of the ordinary course of business of 734 Investors without the consent of two-thirds of the membership interests of 734 Investors, including exercising any voting rights with respect to any shares of the Issuer's Common Stock beneficially owned by 734 Investors. The Reporting person and Remy W. Trafelet are members of 734 Agriculture. The Reporting Person disclaims beneficial ownership of the Issuer's Common Stock held by 734 Investors except to the extent of his pecuniary interest therein.

F3: The option grant will vest if the price of the Company's common stock during a consecutive 20-day trading period exceeds $60.00.