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 *
HAGEBOECK CHARLES R
   2. Issuer Name and Ticker or Trading Symbol
CITY HOLDING CO [CHCO] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & CEO
(Last)
(First)
(Middle)
25 GATEWATER ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
02/28/2019
(Street)

CROSS LANES, WV 25313		 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 02/28/2019   S   1,593 D $ 79.5 57,121 D  
Common Stock               0 (1) I by son, Charles J. Hageboeck
Common Stock               100 I by son, Robert B. Hageboeck
Common Stock               100 I by daughter, Katherine E. Hageboeck
Common Stock               100 I by daughter, Emily F. Hageboeck
Common Stock               5,650 I by spouse, Samantha D. Hageboeck
Common Stock               1,782.709 (2) I by 401(k) Plan and Trust

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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
Common Stock $ 0 (3)               (4)   (4) Common Stock 1,864   1,864 D  
Restricted Stock Unit $ 0 (3)               (5)   (5) Common Stock 1,749   1,749 D  
Stock Option to Buy $ 44.43             03/26/2019 03/25/2024 Common Stock 2,010 (6)   2,010 D  
Stock Option to Buy $ 46.61               (7) 02/25/2025 Common Stock 3,958 (6)   3,958 D  
Stock Option to Buy $ 43.73               (8) 02/23/2026 Common Stock 10,980 (6)   10,980 D  
Stock Option to Buy $ 66.32               (9) 02/21/2027 Common Stock 7,572 (6)   7,572 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HAGEBOECK CHARLES R
25 GATEWATER ROAD
CROSS LANES, WV 25313		   X     President & CEO  

Signatures

 Victoria A. Faw, attorney-in-fact   03/01/2019
**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) The reporting person no longer has a reportable beneficial interest in 100 shares of CHCO common stock owned by his son, Charles J. Hageboeck, and included in the reporting person's prior ownership reports.
(2) 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 12/31/2018 plan valuation date.
(3) Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
(4) One-third of these restricted stock units are scheduled to vest on each of February 27, 2020; February 27, 2021; and February 27, 2022.
(5) One-third of these restricted stock units are scheduled to vest on each of February 28, 2019; February 28, 2020; and February 28, 2021.
(6) Options shares granted from City Holding Company's 2013 Incentive Plan are subject to both time-based and performance-based vesting.
(7) Options shares will vest as follows: 1,978 shares on 2/26/2019 and 1,980 shares on 2/26/2020.
(8) Options shares will vest as follows: 3,660 shares on each of 2/24/2019; 2/24/2020; and 2/24/2021.
(9) Options shares will vest as follows: 2,524 shares on each of 2/22/2020; 2/22/2021; and 2/22/2022.

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