Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WRIGHT DICKERSON
  2. Issuer Name and Ticker or Trading Symbol
NV5 Holdings, Inc. [NVEE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last)
(First)
(Middle)
200 SOUTH PARK RD., SUITE 350
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2015
(Street)

HOLLYWOOD, FL 33021
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 05/06/2015   A   15,826 (1) A $ 0 717,887 (2) I Wright Family Trust dated December 12, 1990 (4)
Common Stock               295,054 (3) I Dickerson Wright 2010 GRAT dated June 28, 2010 (4)
Common Stock               295,054 (3) I Katherine Wright 2010 GRAT dated June 28, 2010 (4)
Common Stock               443,479 (5) I Dickerson Wright 2012 GRAT dated November 9, 2012 (4)
Common Stock               443,479 (5) I Katherine Wright 2012 GRAT dated November 9, 2012 (4)

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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 Underlying Securities
(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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WRIGHT DICKERSON
200 SOUTH PARK RD.
SUITE 350
HOLLYWOOD, FL 33021
  X   X   Chairman and CEO  

Signatures

 /s/ MaryJo O'Brien, as attorney in fact   05/08/2015
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Restricted Stock Award, which is forfeitable until vested. Vesting three years from grant date of May 6, 2015
(2) Includes distributions on (I) October 10, 2014 of 23,441 shares from each of the Dickerson Wright 2010 GRAT dated June 28, 2010 and the Katherine Wright 2010 GRAT dated June 28, 2010 and (ii) February 20, 2015 of 49,351 shares from each of the Dickerson Wright 2012 GRAT dated November 9, 2012 and the Katherine Wright 2012 GRAT dated November 9, 2012.
(3) On October 10, 2014, the Dickerson Wright 2010 GRAT dated June 28, 2010 and the Katherine Wright 2010 GRAT dated June 28, 2010 each distributed 23,441 shares to the Wright Family Trust dated December 12, 1990.
(4) Dickerson Wright and his wife, Katherine Wright, are trustees. Mr. Wright disclaims beneficial ownership of these securities except to the extent of this pecuniary interest therein.
(5) On February 20, 2015, the Dickerson Wright 2012 GRAT dated November 9, 2012 and the Katherine Wright 2012 GRAT dated November 9, 2012 each distributed 49,351 shares to the Wright Family Trust dated December 12, 1990.

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