Filing Details

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

CUSIP No. 008073108

1

Name of Reporting Persons
Timothy E. Conver

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
United States citizen

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
194,657 shares (1)

6

Shared Voting Power
2,055,535 shares (2)

7

Sole Dispositive Power
194,657 shares (1)

8

Shared Dispositive Power
2,055,535 shares (2)

9

Aggregate Amount Beneficially Owned by Each Reporting Person
2,250,192 shares (1) (3)

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
9.56% (4)

12

Type of Reporting Person
IN

CUSIP No. 008073108

1

Name of Reporting Persons
Conver Family Trust

2

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
State of California, United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
2,055,535 shares

6

Shared Voting Power
0 shares

7

Sole Dispositive Power
2,055,535 shares

8

Shared Dispositive Power
0 shares

9

Aggregate Amount Beneficially Owned by Each Reporting Person
2,055,535 shares

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11

Percent of Class Represented by Amount in Row (9)
8.79% (1)

12

Type of Reporting Person
OO

CUSIP No. 008073108

Item 1(a).

Name of Issuer:
AeroVironment, Inc.

Item 1(b).

Address of Issuers Principal Executive Offices:
800 Royal Oaks Drive, Suite 210, Monrovia, CA  91016

Item 2(a).

Name of Person Filing:
This Schedule is being filed by Timothy E. Conver and the Conver Family Trust.  Mr. Conver and the Conver Family Trust are filing this Schedule jointly, pursuant to the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, and not as separate persons.

Item 2(b).

Address of Principal Business Office or, if none, Residence:
The address of Mr. Conver and the Conver Family Trust is:  c/o AeroVironment, Inc., 800 Royal Oaks Drive, Suite 210, Monrovia, CA  91016.

Item 2(c).

Citizenship:
Mr. Conver is a United States citizen.  The Conver Family Trust was formed in the State of California, United States.

Item 2(d).

Title of Class of Securities:
Common stock, $0.0001 par value per share.

Item 2(e).

CUSIP Number:
008073108

Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Exchange Act.

(b)

o

Bank as defined in section 3(a)(6) of the Exchange Act.

(c)

o

Insurance company as defined in section 3(a)(19) of the Exchange Act.

(d)

o

Investment company registered under section 8 of the Investment Company Act.

(e)

o

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act;

(j)

o

A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);

(k)

o

Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

CUSIP No. 008073108

Item 4.

Ownership

(a)

Amount beneficially owned:   

Mr. Conver:  2,250,192 Shares (1) (2)

Conver Family Trust:  2,055,535 Shares

(b)

Percent of class (3):   

Mr. Conver: 9.56%

Conver Family Trust: 8.79%

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or to direct the vote:   

Mr. Conver:  194,657 Shares (1) (2)

Conver Family Trust:  2,055,535 Shares

(ii)

Shared power to vote or to direct the vote:    

Mr. Conver:  2,055,535 Shares (4)

Conver Family Trust:  0 Shares

(iii)

Sole power to dispose or to direct the disposition of:   

Mr. Conver:  194,657 Shares (1) (2)

Conver Family Trust:  2,055,535 Shares

(iv)

Shared power to dispose or to direct the disposition of:   

Mr. Conver:  2,055,535 Shares (4)

Conver Family Trust:  0 Shares

(1) Mr. Conver disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission for purposes of Sections 13(d) or 13(g) or any other purpose.

(2) Includes options to purchase 142,854 shares exercisable within 60 days of December 31, 2016. 

(3) Based on 23,388,110 shares of common stock of AeroVironment, Inc. outstanding as of November 29, 2016, as reported in AeroVironment, Inc.s Quarterly Report on Form 10-Q filed on December 7, 2016.

(4) Consists of shares of AeroVironment, Inc. common stock held by the Conver Family Trust, of which Mr. Conver is a trustee.

Item 5.

Ownership of Five Percent or Less of a Class:

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

Not applicable

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

Not applicable

Item 8.

Identification and Classification of Members of the Group:

Not applicable

Item 9.

Notice of Dissolution of Group:

Not applicable

Item 10.

Certifications:

Not applicable

Dated:  February 9, 2017

TIMOTHY E. CONVER

/s/ Timothy E. Conver

Name: Timothy E. Conver

CONVER FAMILY TRUST

By:

/s/ Timothy E. Conver

Name: Timothy E. Conver

Title: Trustee