CITY HOLDING CO — Director's Dealing 2017

May 25, 2017

SEC Form 4/A — Form 4/A

Issuer: CITY HOLDING CO (CHCO)
CIK: 0000726854
Period of Report: 2017-05-23

Reporting Person: BUMGARNER DAVID L (SVP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-23	Common Stock	M	1555	$35.39	Acquired	15101	Direct
2017-05-23	Common Stock	M	485	$44.43	Acquired	15586	Direct
2017-05-23	Common Stock	S	2040	$65.6043	Disposed	13546	Direct
2017-05-23	Common Stock	S	1581	$65.5101	Disposed	11965	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-23	Stock Option to Buy	$35.39	M	1555	Disposed	2022-03-27	Common Stock (1555.0)	Direct
2017-05-23	Stock Option to Buy	$44.43	M	485	Disposed	2024-03-25	Common Stock (485.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	115	Indirect
Common Stock	1985.3447	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option to Buy	$37.74	2023-02-26	Common Stock (1555.0)	1555	Direct
Stock Option to Buy	$44.43	2024-03-25	Common Stock (485.0)	485	Direct
Stock Option to Buy	$44.43	2024-03-25	Common Stock (485.0)	970	Direct
Stock Option to Buy	$46.61	2025-02-25	Common Stock (341.0)	341	Direct
Stock Option to Buy	$46.61	2025-02-25	Common Stock (341.0)	682	Direct
Stock Option to Buy	$46.61	2025-02-25	Common Stock (342.0)	1024	Direct
Stock Option to Buy	$43.73	2026-02-23	Common Stock (825.0)	825	Direct
Stock Option to Buy	$43.73	2026-02-23	Common Stock (825.0)	1650	Direct
Stock Option to Buy	$43.73	2026-02-23	Common Stock (825.0)	2475	Direct
Stock Option to Buy	$66.32	2027-02-21	Common Stock (554.0)	554	Direct
Stock Option to Buy	$66.32	2027-02-21	Common Stock (554.0)	1108	Direct
Stock Option to Buy	$66.32	2027-02-21	Common Stock (556.0)	1664	Direct

Footnotes

F1: Includes shares acquired pursuant to the Company's 401(k) Plan & Trust during the fiscal year in transactions exempt from 16b under old Rule 16a8(b). Share totals are reported as of the 12/31/2016 plan valuation date.

F2: Options shares granted from City Holding Company's 2013 Incentive Plan are subject to both time-based and performance-based vesting.